Kiboko Announces Proposed Share Consolidation and Private Placement

Executive Summary

• Kiboko Gold Inc. announced a 1‑for‑10 reverse stock split, reducing shares from ~44.14 M to ~4.41 M post‑consolidation.
• Concurrently, the company will conduct a non‑brokered private placement of up to 10 million units at $0.10 per unit for gross proceeds of up to $1,000,000.
• Each unit consists of one post‑consolidation common share and one warrant to purchase an additional share at $0.15 for two years; proceeds are earmarked for general corporate and working capital purposes.

Key Details

• Consolidation Ratio: 1 post‑consolidation Common Share for every 10 pre‑consolidation Common Shares.
• Pre‑Consolidation Shares Outstanding: 44,137,093.
• Post‑Consolidation Shares Outstanding: Approximately 4,413,709 (fractional shares will be rounded down; no cash payment for fractions).
• Private Placement Size: Up to 10,000,000 units at $0.10 per unit → gross proceeds up to $1,000,000.
• Unit Composition:
• 1 post‑consolidation Common Share
• 1 transferable warrant (full warrant) to purchase an additional post‑consolidation Common Share at $0.15 for a period of 2 years from completion.
• Use of Proceeds: General corporate and working capital purposes.
• Hold Period: All post‑consolidation shares and warrants issued in the private placement are subject to a lock‑up of four months and one day under Canadian securities law.
• Approvals Required: Shareholder approval and TSX Venture Exchange consent for both the consolidation and the private placement.
• Finder’s Fees: May be paid in accordance with TSX Venture Exchange policies.
• Shareholder Actions: Holders of physical certificates must surrender them for post‑consolidation shares; broker‑held or book‑entry shareholders need take no action. Convertible/exercisable securities will be adjusted on the same consolidation ratio, including exercise prices.
• Future Communications: Record date and effective date of the consolidation to be announced in a subsequent release once approvals are obtained.

Notable Quotes

(No direct quotes were provided in the release.)