Otterburn Resources Corp.
TSX VENTURE : OBN

March 11, 2016 19:04 ET

Otterburn Provides Update on Financing

VANCOUVER, BRITISH COLUMBIA--(Marketwired - March 11, 2016) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.

Otterburn Resources Corp. ("Otterburn") (TSX VENTURE:OBN) announces that, further to news releases of July 28, 2015, October 28, 2015, and March 8, 2016, Otterburn and K92 Mining International Limited ("K92") have closed fourth and fifth tranches of the interim financing pending closing of their previously announced RTO.

To date, Otterburn raised an aggregate of C$6,067,137 through the sale of 17,334,674 subscription receipts at $0.35 ("Subscription Receipts") via five tranche closings.

Otterburn issued 42,855 Subscription Receipts ($15,000) in the fourth tranche closing and 13,063,449 Subscription Receipts ($4,572,207) in the fifth tranche closing. Further funds will be raised under the next tranche closing.

Otterburn is undertaking the financing in conjunction with its proposed acquisition of K92 Mining International Limited ("K92"), (the "RTO"). Otterburn is raising private placement funding through the sale of Subscription Receipts, at $0.35 per receipt. Otterburn has and will advance the net subscription proceeds realized from the sale of some of the Subscription Receipts to K92 as loans for financing its operations in Papua New Guinea pending closing of the RTO.

Each Subscription Receipt entitles the holder to automatically receive either:

(i) one unit of Otterburn following closing of the RTO ("Units"); each Unit consisting of one common share of Otterburn, and one common share purchase warrant exercisable at C$0.50 for a period of 18 months from the date of issue; or
(ii) should the RTO fail to close by July 1, 2016, then either a return of the subscription proceeds or an interest in the loans made by Otterburn to K92.

Aggregate finder's fees of $101,749, 308,180 common shares and 598,890 finders' warrants were paid in connection with the fourth and fifth tranche closings of the Private Placement. Each finder's warrant is exercisable into one common share at a price of $0.50 for a period of 18 months after the closing date.

The securities issued in relation to the fourth tranche closing are subject to a regulatory four-month hold period expiring April 18, 2016.

The securities issued in relation to the fifth tranche closing are subject to a regulatory four-month hold period expiring July 12, 2016.

The private placement is in addition to the financing entered into by K92 with CRH Funding II Pte. Ltd., involving a US$4.8 million gold prepayment investment and a C$3.5 million equity investment (the "CRH Financing") as announced February 4, 2016.

ON BEHALF OF THE BOARD

Brian Lueck, President & CEO

Completion of the Company's acquisition of K92 is subject to a number of conditions, including but not limited to, Exchange acceptance and disinterested shareholder approval. The transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the Filing Statement or Management Information Circular to be prepared in connection with the transaction, any information released or received with respect to the reverse take-over may not be accurate or complete and should not be relied upon. Trading in the securities of Otterburn Resources Corp. should be considered highly speculative.

The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

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

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to: the terms and conditions of the proposed financing. Specifically, there is no assurance that Otterburn will be able to complete its acquisition of K92 or raise additional financing, on the terms contemplated, or at all. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Otterburn disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Contact Information

  • Otterburn Resources Corp.
    Brian Lueck
    President & CEO
    (604) 638-8063
    (604) 648-8105 (FAX)