| March 9, 2022 – Vancouver, British Columbia – Kodiak Copper Corp. (the “Company” or “Kodiak”) (TSX-V: KDK, OTCQB: KDKCF, Frankfurt: 5DD1) is pleased to announce that in connection with its previously announced “bought deal” private placement financing, the Company and Cormark Securities Inc. as lead underwriter and sole bookrunner on behalf of a syndicate of underwriters (collectively, the “Underwriters”) have agreed to increase the size of the previously announced financing. The Company will now issue 3,875,000 charity flow-through common shares (“Charity FT Shares”) at a price of C$2.08 per Charity FT Share, on a “bought deal” private placement basis, for aggregate gross proceeds to the Company of C$8,060,000 (the “Offering”). The Company has granted the Underwriters an option, exercisable at the offering price until the closing of the Offering, to purchase up to an additional 500,000 of the Charity FT Shares issued in connection with the Offering. As previously announced, Kodiak will also be completing a non-brokered private placement of flow-through common shares (the “FT Shares”) for aggregate gross proceeds of up to C$0.5 million (the “Private Placement”). The FT Shares will be issued at a price of C$1.92. Certain insiders of the Company will participate in the Private Placement. The Charity FT Shares and FT Shares qualify as “flow-through shares” of the Company for the purposes of the Income Tax Act (Canada). The gross proceeds from the Offering and Private Placement will be used to incur “Canadian exploration expenses” which also qualify as “flow through mining expenditures” (as those terms are defined in the Income Tax Act (Canada)) related to Kodiak’s projects in British Columbia. The Company will renounce these expenses to the purchasers with an effective date of no later than December 31, 2022. The Offering and Private Placement are scheduled to close on or about March 31, 2022 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the TSX Venture Exchange. The Charity FT Shares and FT Shares will be subject to a four month hold period from the date of closing. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. On behalf of the Board of Directors Kodiak Copper Corp. Claudia Tornquist President & CEO For further information contact: Nancy Curry, VP Corporate Development ncurry@kodiakcoppercorp.com +1 (604) 646-8362 |
