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Kaizen Discovery Inc
Symbol KZD
Shares Issued 317,254,821
Close 2020-12-03 C$ 0.05
Recent Sedar Documents

Kaizen Discovery arranges $1.3M private placement

2020-12-04 09:26 ET - News Release

Mr. Eric Finlayson reports

KAIZEN DISCOVERY ANNOUNCES NON-BROKERED PRIVATE PLACEMENT OF UP TO $1.3 MILLION

Kaizen Discovery Inc. is proposing to complete a non-brokered private placement of up to 26 million units of the company at a price of five cents per unit, for gross proceeds of up to $1.3-million. Each unit will consist of one common share of the company and one common share purchase warrant. Each warrant will entitle the holder, on exercise, to purchase one share for a period of 24 months following the closing date of the offering at the exercise price of 7.5 cents per share.

Kaizen's majority shareholder, HPX TechCo Inc., has agreed to subscribe for the full offering.

The proceeds from the private placement will be used at Kaizen's 100-per-cent-owned Pinaya copper-gold project in Peru and for general administrative expenses.

Kaizen is in the process of re-examining existing geological and geophysical data at Pinaya with the potential for generating new drill targets. As such, Kaizen is currently preparing a budget for an expanded 2021 exploration program.

The units will be offered pursuant to exemptions from the prospectus requirements. The securities underlying the units will be subject to a statutory hold period in Canada expiring four months and one day from the closing date and TSX Venture Exchange hold period, as applicable. Closing of the private placement is subject to TSX Venture Exchange approval.

The lead order by HPX constitutes a related-party transaction under Multilateral Instrument 61-101 as HPX is a related party of Kaizen given its greater than 10-per-cent beneficial shareholding. Pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101, the company is exempt from obtaining a formal valuation and minority approval of the company's shareholders in respect of the offering due to the fair market value of the lead order being below 25 per cent of the company's market capitalization for purposes of MI 61-101. The company will file a material change report in respect of the offering. However, the material change report will be filed less than 21 days prior to the closing of the offering, which is consistent with market practice and the company deems reasonable in the circumstances.

About Kaizen Discovery Inc.

Kaizen is a Canadian mineral exploration and development company with exploration projects in Peru and Canada.

We seek Safe Harbor.

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