Mr. Giuseppe Perone reports
PLB PROVIDES QUALIFYING TRANSACTION UPDATE
PLB Capital Corp. has provided various
updates to the previously disclosed acquisition of Kainantu Resources Ltd. (KRL), an international
gold exploration company, including, amongst others, that in connection with the
transaction, it has filed a filing statement dated Oct. 29, 2020, and a National
Instrument 43-101 (Standards of Disclosure for Mineral Projects)-compliant technical report
supporting the scientific and technical disclosure contained in the filing statement.
The filing statement and technical report can be found under PLB's SEDAR profile.
Time for closing
The transaction is expected to close on or around Nov. 13, 2020, with PLB changing its name to
Kainantu Resources Ltd. in connection therewith.
Share exchange agreement
Further to the company's press release dated Aug. 26, 2020, the company, KRL and the shareholders
of KRL executed a second amendment to the share exchange agreement on Oct. 7, 2020.
Pursuant to the second amendment agreement, KRL will raise aggregate gross proceeds of not less than
$3-million through the issuance of a minimum of 15 million units pursuant to a non-brokered
private placement. The financing is expected to be completed immediately prior to the closing
of the transaction. In addition, PLB will issue an aggregate of five million deferred PLB common shares to
the holders of KRL common shares, pro rata, in accordance with their holdings of KRL
shares as of the date of the second amendment agreement, as additional consideration in the event that
the resulting issuer has established and completed a technical report in compliance with NI 43-101
supporting an inferred resource (as such term is defined in NI 43-101).
Further details on the second amendment agreement can be found under PLB's SEDAR profile.
About Kainantu Resources Ltd.
As of July 31, 2020, on a consolidated basis, KRL had approximately $2,862,780 (U.S.) in assets and
$149,116 (U.S.) in liabilities, with $85,458 (U.S.) in expenditures (audited).
Snowfields Wealth Management Ltd., a British Virgin Islands corporation controlled by Geoff Lawrence,
holds 8,117,269 KRL shares, representing 40.59 per cent of the outstanding KRL shares, Axis Mining and
Minerals Pte. Ltd., a Singaporean corporation controlled by Matthew Salthouse, holds two million KRL shares,
representing 10.00 per cent of the outstanding KRL shares, Season Cove Ltd., a British Virgin Islands
corporation controlled by Iain John Deay, holds 3,620,689 KRL shares, representing 18.10 per cent of the
outstanding KRL shares, Tanuki Holdings Ltd., a British Virgin Islands corporation controlled by Nathan
Paul Daly, holds 3,475,849 KRL shares, representing 17.38 per cent of the outstanding KRL shares, Fuato
Ltd., a British Virgin Islands corporation controlled by Luke Anderson, holds 2,586,193 KRL shares,
representing 12.93 per cent of the outstanding KRL shares, and Game Plan Pte. Ltd., a Singaporean corporation
controlled by Corey van Genderen, holds 200,000 KRL shares, representing 1.00 per cent of the outstanding KRL
Please see the filing statement for additional information about KRL, which can be found under PLB's
Proposed chief financial officer
As disclosed in the filing statement, Bart Lendrum will be appointed as the chief financial officer of the
Mr. Lendrum is a chartered accountant with over 20 years experience as a finance executive for publicly
listed mining, resource and commodity companies (with a particular focus on gold miners operating in
the Asia Pacific region).
Mr. Lendrum trained at PricewaterhouseCoopers, before holding several senior financial management roles,including as group financial controller of Archipelago Resources PLC and senior financial projects
manager for REA Holdings PLC. His experience covers corporate strategy, financial and management
accounting, commercial, project evaluation, and governance. He has been instrumental in establishing
business systems and financial controls for miners, transitioning from early-stage exploration through to
development and successful production.
Mr. Lendrum is a member of the Australian Institute of Chartered Accountants and holds a bachelor of
commerce degree from the University of Western Australia and a postgraduate qualification from the
Financial Services Institute of Australia and the Governance Institute of Australia.
As previously announced, KRL is arranging the financing to raise aggregate gross proceeds of a minimum
of $3-million through the issuance of a minimum of 15 million units. Each unit will consist of one KRL
share and one-half of a share purchase warrant. Each KRL warrant
will be exercisable at a price of 40 cents per share for a period of 36 months. The KRL shares and KRL
warrants issuable pursuant to the financing will be exchanged for common shares and warrants of PLB
on the same terms.
The proceeds of the financing will be utilized for KRL's exploration program, general working capital and
the costs associated with the transaction. Insiders of KRL are expected to participate in approximately 40 per cent of the
Finders' fees will apply to the balance of the proceeds raised from the financing for units sold to arm's-length parties to the transaction, with such fees consisting of the following:
In respect of 4Front Capital Partners Inc.: (a) a cash commission equal to 7 per cent of the gross
proceeds raised under the financing from investors introduced by 4Front, which may be payable
in units at the discretion of 4Front; and (b) broker warrants entitling 4Front to subscribe for that
number of common shares of the resulting issuer as is equal to 7 per cent of the number of units sold
under the financing to investors introduced by 4Front at a price of 20 cents per share for a period of
- In respect of Oceanside Group Ltd.: warrants entitling Oceanside to subscribe for
that number of common shares of the resulting issuer as is equal to 4 per cent of the number of units
sold under the financing to investors introduced by Oceanside at a price of 20 cents per share for a
period of 36 months.
The completion of the financing is subject to the approval of the TSX Venture Exchange.
We seek Safe Harbor.
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