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Canadian Chrome Company (KWG) looking to raise $2 million

May 14, 2024

KWG Resources Inc., which carries on business as The Canadian Chrome Company (The Canadian Chrome Company is a registered business style of KWG Resources Inc.) is pleased to announce a proposed private placement of up to $2 million of Series CD-2024 convertible debentures (the "Debentures"). The Debentures will be (a) repayable at the Company's option at any time in whole or in part in cash on not less than 30 days' notice or (b) convertible into units (each a "Unit") (i) at the Company's option at any time after the first anniversary of the date on which the first Debenture of the Series CD-2024 Debentures is issued (the "Date of First Issuance") or (ii) at the holder's option at any time prior to payment in cash, in either case by the issuance of Units at a deemed value of $1.20 per Unit. The Debentures will mature March 31, 2028 (the "Maturity Date") and bear interest at 5% per annum, accruing daily, compounding annually on March 31 of each year and payable on each such March 31 anniversary date and at the Maturity Date or conversion. Payments of interest may, at the Company's option, be made either (i) by payment in cash (other than in the event of a conversion) or (ii) by the issuance of Units at a deemed value of $1.20 per Unit. 

Each Unit will be comprised of one (1) CACR.A multiple-voting share and one (1) share purchase warrant enabling its holder to acquire one further CACR.A multiple-voting share from treasury upon payment of $1.20, exercisable at any time on or before the earlier of (i) March 31, 2029 or (ii) two (2) business days after completion of a take-over bid or a merger, amalgamation, arrangement or other form of business combination as a result of which the shareholders of the Company immediately prior to such bid or business combination do not own a majority of votes attaching to the voting securities of the Company or of the resulting issuer or do not have the power to elect a majority of the directors of the Company or of the resulting issuer, as the case may be, after completion of such bid or business combination. 

Pursuant to the terms of the Debentures, holders will be paid a premium equal to 20% of the original principal amount, payable immediately following issuance of the Debentures by the issuance of Units with a deemed value of $1.20 per Unit.

Each subscriber for Debentures must be an "accredited investor" within the meaning of applicable securities laws or otherwise qualify to purchase Debentures on a prospectus-exempt basis in accordance with applicable securities laws.

The proceeds of the distribution of Debentures will be used to fund the Company's business focused on the acquisition of interests in, and the exploration, evaluation and development of, large-scale mineral deposits of chromite and other base metals and minerals including, without limitation, funding the Company's overhead and operating expenses and the costs of this private placement. 


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