Kinross Gold files early warning report with respect to Asante Gold

Kinross Gold (KGC) entered into an amendment agreement to the share purchase agreement dated April 24, 2022 between Kinross and Asante Gold (ASGOF) pursuant to which, subject to the satisfaction of certain conditions on or prior to August 31, 2025, including aggregate cash payments to Kinross equal to US$55,000,000, subject to certain agreed adjustments, Asante will issue to Kinross: 36,927,650 common shares in the capital of Asante at a price equal to C$1.45 per Share; and a convertible debenture which shall be convertible into Shares at the option of Kinross at any time for a period of five years from the date of issuance at a conversion price equal to C$1.81 per Share. The principal amount of the Convertible Debenture and aggregate number of Shares into which the Convertible Debenture may be converted will be determined based on the closing date of the Transaction but will be calculated to result in Kinross holding a maximum of 18% of the outstanding Shares, on a partially diluted basis assuming the conversion of all convertible securities of Asante held by Kinross, immediately following the Transaction. Kinross currently holds 29,850,984 Shares and 5,000,000 warrants to purchase Shares, which represents approximately 6.0% of the issued and outstanding Shares on a non-diluted basis, and 6.9% of the issued and outstanding Shares on a partially diluted basis assuming exercise of the Warrants. Upon closing of the Transaction, Kinross will own approximately 9.5% of the outstanding Shares, on a non-diluted basis, and up to 18% of the outstanding Shares, on a partially diluted basis assuming the conversion of the convertible securities of Asante held by Kinross. If the Transaction were to close today, the principal amount of the Convertible Debenture would result in Kinross owning approximately 17.3% of the outstanding Shares, on a partially diluted basis assuming the conversion of the convertible securities of Asante held by Kinross. Interest on the Convertible Debenture shall be payable in-kind through an increase in the principal amount of the Convertible Debenture. Accordingly, Kinross has acquired deemed beneficial ownership of more than 10% of the outstanding Shares and is required by applicable Canadian securities laws to issue this press release and file a corresponding early warning report.