CRH Funding II Pte. Ltd.

October 18, 2016 18:38 ET

CRH Funding II Pte. Ltd. Announces Sale of Common Shares, Exercises of Warrants, and Conversion of Preferred Shares Resulting in Reduction of Ownership in K92 Mining Inc.

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Oct. 18, 2016) - This press release is issued by CRH Funding II Pte. Ltd. ("CRH"), a wholly-owned subsidiary of Cartesian Royalty Holdings Pte. Ltd., pursuant to the early warning requirements of National Instrument 62-103 with respect to common shares ("Common Shares") of K92 Mining Inc. ("K92"), a reporting issuer in certain jurisdictions in Canada and with a business address of 700 - 510 West Hastings, Vancouver, BC V6B 1L8. In accordance with such early warning requirements, CRH is required to report certain information in respect of its holdings of securities of K92. As of the date hereof, the outstanding share capital of K92 consists of 113,463,467 Common Shares and 7,500,000 preferred shares ("Preferred Shares"), each of which is convertible into one Common Share subject to the terms and conditions thereof.

CRH announced today that between September 8, 2016 and October 12, 2016, it has sold 6,052,400 common shares of K92 through market transactions on the TSX Venture Exchange, which resulted in CRH's ownership being reduced by more than 2% of the outstanding common shares that were the subject of CRH's most recent early warning report on June 17, 2016. During the same period, CRH acquired 10,000,000 common shares by exercising 10,000,000 warrants of K92 and acquired 4,751,831 common shares by converting 2,500,000 class A preferred shares of K92. These transactions have resulted in CRH's owning 8,882,060 common shares, representing 7.84% of the issued and outstanding common shares of K92, 7,500,000 preferred shares, representing 100% of the issued and outstanding class A preferred shares of K92 and 182,629 common share purchase warrants. The class A preferred shares are convertible into 14,255,493 common shares at the election of CRH. If the class A preferred shares were converted to common shares, CRH would hold 23,320,182 common shares of K92, representing 18.3% of the issued and outstanding common shares of K92 on a partially diluted basis.

The average price received by CRH per common share sold was $1.34 and CRH received an aggregate of $8,089,073 as consideration. CRH paid $0.75 per common share to exercise the warrants and in total paid K92 $7,500,000. No consideration was paid for the conversion of the class A preferred shares, which were converted in accordance with their terms.

Prior to the transactions CRH owned 182,629 common shares, representing 0.2% of the issued and outstanding common shares of K92, 10,000,000 preferred shares, representing 100% of the issued and outstanding class A preferred shares of K92, and 10,182,629 common share purchase warrants.

The common shares were sold, the warrants were exercised and the class A preferred shares were converted for investment purposes. Depending on market and other conditions, or as future circumstances may dictate, CRH may from time to time increase or decrease its holdings of common shares or other securities of K92.

For further information or a copy of the early warning report filed by CRH:
CRH Funding II Pte. Ltd.
10 Changi Business Park Central 2
#05-01 HansaPoint@CBP
Singapore 486030
Attention: Andrew Wehrley
Telephone number: +1 212 461 6342

Note on Forward-Looking Information

This press release includes certain forward-looking information, including statements relating to CRH's interests in K92 and its future intentions in respect thereof, using words including "anticipate", "believe", "could", "expect", "intend", "may", "plan", "potential", "project", "seek", "should", "will", "would" and similar expressions, which are intended to identify a number of these forward-looking statements. This forward-looking information reflects current views with respect to current and future events and circumstances and is not a guarantee of future performance and is subject to risks, uncertainties and assumptions, including those relating to changes in business, performance and markets. Actual results may differ materially from information contained in the forward-looking information as a result of a number of those factors. Forward-looking information is provided for the purpose of providing information about management's current expectations and plans relating to the future. Readers are cautioned that such information may not be appropriate for other purposes. CRH undertakes no obligation to publicly update or revise any forward-looking information contained in this press release, except as required by applicable laws.

Contact Information

  • CRH Funding II Pte. Ltd.
    Andrew Wehrley
    +1 212 461 6342