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Kaizen Discovery Inc
Symbol KZD
Shares Issued 343,554,821
Close 2021-09-17 C$ 0.05
Recent Sedar Documents

Kaizen Discovery completes $7.5-million rights offering

2021-09-17 16:45 ET - News Release

Mr. Eric Finlayson reports

KAIZEN DISCOVERY COMPLETES C$7.5 MILLION RIGHTS OFFERING

Eric Finlayson, interim president and chief executive officer of Kaizen Discovery Inc., has noted the company completed its previously announced rights offering (refer to Kaizen's news release dated Aug. 9, 2021) and has issued 166,666,666 common shares for aggregate gross proceeds of $7.5-million. This represents 100 per cent of the maximum number of rights shares issuable under the rights offering. The company now has 510,221,487 common shares issued and outstanding.

Under the rights offering, 21,860,535 rights shares were subscribed by minority shareholders and, as a result, the company's majority shareholder, Ivanhoe Electric (BVI) Inc., has acquired 22,835,885 additional rights shares under its standby commitment. Ivanhoe Electric BVI fully exercised its basic subscription privilege. Upon completion, Ivanhoe Electric BVI holds 396,226,929 shares, representing 77.66 per cent of the shares issued and outstanding.

"We are delighted to have received strong support through the rights offering from our minority shareholders and from majority shareholder Ivanhoe Electric BVI, which allows us to proceed with our 2021 exploration program at the 100-per-cent-owned Pinaya project," said Eric Finlayson, interim president and CEO of Kaizen.

The Pinaya project is located in the prolific Andahuaylas-Yauri porphyry-skarn belt in southeastern Peru, which contains some of the world's largest recent copper mine developments.

The company intends to use the net proceeds of the rights offering to deploy Ivanhoe Electric Inc.'s (1) proprietary Typhoon transmitter system at Pinaya to undertake a 129-square-kilometre 3-D induced polarization and resistivity survey -- the largest Typhoon survey completed to date. In addition, the company will conduct exploration diamond drilling of laterally extensive shallow gold targets. The company looks forward to reporting the results of both the Typhoon survey and the diamond drilling.

Ivanhoe Electric BVI is a related party of the company under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions because it exercises control and direction over more than 10 per cent of the issued and outstanding common shares. The rights offering is not subject to the related party rules under MI 61-101 based on a prescribed exception related to rights offerings.

The rights offering remains subject to the final acceptance of the TSX Venture Exchange.

Annual general meeting and reorganization

The company reminds shareholders of the upcoming annual general meeting of shareholders to be held on Monday, Sept. 27, 2021, at 11 a.m. PT (press release dated Aug. 23, 2021). If shareholders are voting by proxy, proxies have to be submitted by 11 a.m. Thursday, Sept. 23, 2021.

Kaizen encourages all shareholders to participate in the meeting, as there are a number of corporate initiatives under way, including a planned corporate reorganization. The company believes this will be a catalyst for growth, delivering strong returns for the company's shareholders.

The corporate reorganization involves several separate steps, including the conversion of outstanding debt to common shares to clean-up the capital structure, the addition of new independent directors to build out the board's expertise and a share consolidation to establish an appropriate amount of issued common share capital. Upon completion of the reorganization, the company will be well-capitalized, debt-free and efficiently structured to advance the company's mineral projects and deliver value for the company's shareholders.

Kaizen encourages all shareholders to read the meeting materials available on the company's SEDAR profile and the company's website.

Kaizen shareholders who have questions or require assistance with voting can contact the company's proxy solicitation agent, Laurel Hill Advisory Group, at 1-877-452-7184 or by e-mail at assistance@laurelhill.com.

About Kaizen Discovery Corp.

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

(1) Kaizen's majority shareholder, Ivanhoe Electric (BVI), is a wholly owned subsidiary of Ivanhoe Electric.

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