Vancouver, British Columbia, Canada, November 20, 2014, Klondike Gold Corp. (TSX.V:KG) (“Klondike Gold” or the “Company”) is pleased to announce that the Company has closed its previously announced non-brokered private placement financing (the “Financing”) (see news release October 2, 2014) of 3,125,000 flow through shares (the “FT Shares”) at a price of $0.20 per share for proceeds of $625,000 and 9,568,082 non-flow through units (the “Units”) at a price of $0.18 per unit for aggregate gross proceeds of $2,347,255. Each Unit consists of one common share and one common share purchase warrant (the “Warrant”). Each Warrant entitles the holder to purchase one common share at an exercise price of $0.20 per common share until November 17, 2017. The securities issued in connection with this Financing will be subject to a statutory hold period of four months and a day which expires on March 18, 2015. Finder’s fees associated with the Financing were paid in cash to Red Plug Capital in the amount of $27,414.00.
The net proceeds raised through the Financing will be used, in the case of the FT Shares, to incur “Canadian exploration expenses” in respect of the Company’s Yukon properties as defined in the Income Tax Act (Canada) as well as, in the case of the Units, for exploration and development of Canadian mineral properties and for general working capital purposes.
“I am very pleased with the response to the financing and appreciate our investor’s interest in the offering which is a positive comment on the quality of our exploration properties” said Peter Tallman, President and CEO of Klondike Gold.
The Company also announces that pursuant to this transaction, Fiore Financial Corporation, a Company owned and controlled by Frank Giustra, acquired ownership and control of 1,580,389 Units at $0.18 per unit, representing 4.93% of the issued and outstanding common shares of the Company. The Radcliffe Foundation a Company controlled by Frank Giustra, acquired control of 887,239 Units at $0.18 per unit, representing 2.77% of the issued and outstanding common shares of the Company.
As a result of this acquisition of securities described above, Fiore Financial Corporation, a Company owned and controlled by Frank Giustra, Frank Giustra personally, and The Radcliffe Foundation a Company controlled by Frank Giustra, hold in aggregate, 5,677,378 common shares of the Issuer, representing 17.74% of the current issued and outstanding shares of the Issuer and would own 8,145,006 common shares, representing 23.63% on a partially diluted basis, assuming exercise of the 2,467,628 warrants held by Fiore Financial Corporation and the Radcliffe Foundation. Frank Giustra together with his joint actors, has acquired the units for investment purposes and, as disclosed in the Early Warning Report accompanying this news release, may in the future acquire or dispose of securities of the Company, through the market, privately or otherwise, as circumstances or market conditions warrant.
The Company also advises that pursuant to this transaction, Trisec Securities Inc., a Company owned and controlled by Roberto Aquilini, acquired 814,656 units at $0.18 per unit, representing 2.54% of the current issued and outstanding common shares of the Company.
As a result of this acquisition described above Trisec Securities Inc. and 451178 BC Ltd., both companies owned and controlled by Mr. Aquilini, hold in aggregate, 3,654,156 common shares of the Issuer, representing 11.42% of the current issued and outstanding shares of the Issuer and would own 4,731,312 common shares, representing 14.30% on a partially diluted basis, assuming exercise of the 1,077,156 warrants held by Trisec Securities Inc. Trisec Securities Inc., together with its joint actors, has acquired the units for investment purposes and, as disclosed in the Early Warning Report accompanying this news release, may in the future acquire or dispose of securities of the Company, through the market, privately or otherwise, as circumstances or market conditions warrant.
ABOUT KLONDIKE GOLD CORP.
Klondike Gold Corp. is a Canadian exploration company with offices in Vancouver, British Columbia, and Dawson City, Yukon Territory. The company is focused on exploration and development of its Yukon gold projects located in the historic Klondike region covering 25,000 hectares of hard rock and 2,000 hectares of placer claims including the “McKinnon Creek” placer leased to “Todd Hoffman” and featured on the Discovery Channel show “Gold Rush”.
On behalf of Klondike Gold Corp.
President and CEO
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Disclaimer for Forward-Looking Information
“This press release contains “forward-looking information” and “forward-looking statements” within the meaning of applicable securities laws. This information and statements address future activities, events, plans, developments and projections. All statements, other than statements of historical fact, constitute forward-looking statements or forward-looking information. Such forward-looking information and statements are frequently identified by words such as “may,” “will,” “should,” “anticipate,” “plan,” “expect,” “believe,” “estimate,” “intend” and similar terminology, and reflect assumptions, estimates, opinions and analysis made by management of Klondike in light of its experience, current conditions, expectations of future developments and other factors which it believes to be reasonable and relevant. Forward-looking information and statements involve known and unknown risks and uncertainties that may cause Klondike’s actual results, performance and achievements to differ materially from those expressed or implied by the forward-looking information and statements and accordingly, undue reliance should not be placed thereon. Risks and uncertainties that may cause actual results to vary include but are not limited to the availability of financing; fluctuations in commodity prices; changes to and compliance with applicable laws and regulations, including environmental laws and obtaining requisite permits; political, economic and other risks; as well as other risks and uncertainties which are more fully described in our annual and quarterly Management’s Discussion and Analysis and in other filings made by us with Canadian securities regulatory authorities and available at www.sedar.com. Klondike disclaims any obligation to update or revise any forward-looking information or statements except as may be required.”