Kincora Copper (CVE:KCC) investor Ivanhoe Industries LLC has said that two of its affiliates, HPX Mongolia (Singapore) Pte. Ltd. and GCR Holdings Ltd. (Singapore), have completed the sale of certain assets in Mongolia to subsidiaries of Kincora by way of a merger under the share exchange agreement dated May 24.
In exchange, HPX receives 3,275,000 common shares of Kincora (KCC) and 1,637,500 common share purchase warrants of Kincora, while GCR, receives 2.62mln Kincora shares and 1.31mln warrants.
Each warrant is exercisable into a common share of KCC at a price of 54 cents per KCC share until Nov. 7, 2018, subject to certain acceleration provisions. All of the securities considered herein will be held in escrow until the reregistration of certain mineral exploration licences belonging to HPX and GCR is complete. Such reregistration is expected to occur by the end of 2016. All of the securities considered herein are registered to an affiliate of HPX and GCR.
Upon issuance of the KCC shares, Ivanhoe Industries, through HPX and GCR, will have beneficial ownership of approximately 12.12% of the then issued and outstanding KCC shares. Assuming the exercise in full of the warrants, Ivanhoe Industries, through HPX and GCR, will be deemed to beneficially own approximately 17.15% of KCC's then issued and outstanding on a partially diluted basis.
Depending on economic or market conditions, or matters relating to KCC, HPX, GCR or Ivanhoe Industries, Ivanhoe Industries may choose to either acquire additional securities of KCC or dispose of securities of KCC, including dispositions to the shareholders of HPX and GCR, in accordance with applicable laws.