Kairos Capital Corporation
TSX VENTURE : KRS.P

July 18, 2014 09:00 ET

Kairos Announces Agreement to Acquire Remaining Interests in Fortuna and Salvadora Properties

CALGARY, ALBERTA--(Marketwired - July 18, 2014) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

Kairos Capital Corporation ("Kairos" or the "Corporation") (TSX VENTURE:KRS.P) is pleased to announce that it has entered into an agreement with Polar Star Mining Corporation ("Polar Star"), pursuant to which it will acquire the remaining interests not already owned or under option by Kairos in the Fortuna and Salvadora claims located in Chile (the "Transaction"). The Transaction contemplates that the current option agreement in place between Polar Star and Kairos will be cancelled, and the the balance of the interests that were not acquired by Kairos as part of its Qualifying Transaction will be conveyed to Kairos such that Kairos will own a 100% unencumbered interest in the Fortuna and Salvadora property claims (collectively the "Acquired Properties").

The Transaction will be effected pursuant to a purchase and option cancellation agreement (the "Purchase and Option Cancellation Agreement") entered into between Kairos and Polar Star on July 16, 2014, pursuant to which Kairos will issue 3,750,000 common shares of Kairos at a deemed price of $0.10 per share pursuant to securities act exemptions. The Transaction is a non-arm's length transaction as Kairos and Polar Star have common directors and principal shareholders. Consequently, each of Kairos and Polar Star formed special committees of independent directors who have negotiated and approved the Purchase and Option Cancellation Agreement and the terms of the Transaction.

In connection with the Transaction, Kairos may also complete a non-brokered private placement (the "Private Placement") of up to 20,000,000 common shares of Kairos at a price of $0.10 per common share for gross proceeds to the Corporation of up to $2,000,000. The Corporation will use the proceeds from the Private Placement to fund the exploration activities on the Acquired Properties, as well as on the Nancagua property and certain properties that have been acquired by Kairos in Chile since the closing of Kairos' Qualifying Transaction. The common shares issued pursuant to the Private Placement will be subject to a four month hold period.

Completion of the Transaction and the Private Placement is subject to certain conditions, including but not limited to, approval of TSX Venture Exchange.

About Kairos

Kairos' is a Canadian corporation whose common shares are posted for trading on the TSX Venture Exchange Inc. (the "Exchange") under the ticker symbol "KRS".

Kairos conducts mineral exploration activities exclusively in Chile, through its wholly-owned subsidiary Minera Kairos Chile Limitada. During this challenging period in the mining sector, the Corporation's activities are focused on the evaluation and acquisition of properties so as to secure a portfolio of properties that hold promise for copper/gold or gold/copper accumulations.

Reader Advisory: Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this press release.

Forward-Looking Information: This press release contains forward-looking statements. Actual results could differ materially from those currently anticipated due to a number of factors and risks. The forward-looking statements contained in this press release are made as of the date hereof and Kairos undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Contact Information

  • Kairos Capital Corporation
    Al Kroontje
    (403) 607-4009