24 November 2021
At the Company’s Annual General Meeting held on September 27, 2021, shareholders of the Company voted in favour of the resolution to approve a consolidation of its Shares on the basis of one (1) post-consolidation Share for every ten (10) pre-consolidation Shares (the “Consolidation”), or as may be determined by the Board of Directors of the Company (the “Board”) in its sole discretion.
The Company is pursuing the Consolidation to reduce its number of issued and outstanding Shares and to provide for an increased Share price, which will allow it to attract additional investors who have minimum share price thresholds for equity investments.
The Board has now determined to proceed with the Consolidation and has approved the Consolidation ratio for the Shares at one (1) post-Consolidation Share for every ten (10) pre-Consolidation Shares. The Company’s name and stock symbol will remain unchanged following the Consolidation.
As at November 23, 2021, the last trading day prior to this news release, the Company had 658,284,265 Shares issued and outstanding. Assuming completion of the Consolidation, the Company will have approximately 65,828,427 Shares issued and outstanding. Proportionate adjustments will be made to the Company’s outstanding stock options and warrants.
The Consolidation is subject to TSX-V approval, and no fractional shares will be issued under the Consolidation. Any fractional Share resulting from the Consolidation that is less than one-half (1/2) of a post-Consolidation Share will be rounded down to the nearest whole post-Consolidation Share and any fractional post-Consolidation Share resulting from the Consolidation that is at least one-half (1/2) of a post-Consolidation Share will be rounded up to the nearest whole post-Consolidation Share.
Letters of transmittal with respect to the Consolidation will be mailed shortly to all registered shareholders of the Company. All registered shareholders will be required to send their certificate(s) representing pre-Consolidation Shares, along with a properly executed letter of transmittal, to the Company’s registrar and transfer agent, Computershare Investor Services Inc., in accordance with the instructions provided in the letter of transmittal. Shareholders who hold their Shares through a broker, investment dealer, bank or trust company should contact that nominee or intermediary for their post-Consolidation positions. A copy of the letter of transmittal is posted on the Company’s issuer profile on SEDAR at www.sedar.com. It is anticipated that the post-Consolidation Shares will commence trading on the TSX-V under its new CUSIP number 48311A209 (ISIN CA48311A2092) on December 9, 2021.
About Kaizen
Kaizen is a Canadian mineral exploration and development company with exploration projects in Peru and Canada. More information on Kaizen is available at www.kaizendiscovery.com