Vancouver, British Columbia, April 29, 2014, Klondike Gold Corp. (TSX.V:KG) (“Klondike Gold” or the “Company”) reports that KLONDIKE GOLD EXTENDS OFFER FOR KLONDIKE STAR SHARES.
Further to its news release of March 24, 2014, Klondike Gold Corp. is extending its offer to acquire a majority interest in the issued and outstanding shares of Klondike Star Mineral Corp. (KSMC), a private Delaware company. Klondike Gold is offering each shareholder of KSMC the opportunity to exchange each share of KSMC held for 0.25 Klondike Gold shares. This offer to exchange is subject to shareholders of KSMC tendering for exchange a minimum of 51 per cent of the outstanding shares of KSMC. With a total of 68,653,461 shares of KSMC issued and outstanding, Klondike Gold may issue up to 17,163,365 shares if 100 per cent of the shares of KSMC are tendered for exchange. The offer was set to expire on May 6, 2014 and has been extended to June 6, 2014.
Klondike Gold also announces that it has entered into agreements with certain creditors of KSMC to settle US $1,077,894 of debt owed by KSMC to related parties upon tender of not less than 70% of the KSMC shares under the Offer. In settlement of these debts the KSMC related party creditors will receive an aggregate of 21,557,880 warrants to purchase shares of Klondike Gold, exercisable at CDN $0.10 per share for 30 months from issuance. Klondike Gold understands that following settlement of the foregoing liabilities, KSMC will have approximately US $183,000 in remaining debt.
Peter Tallman, President and Chief Executive Officer of Klondike Gold, commented: “We continue to work diligently toward acquiring 100% title ownership in both hard rock and placer claims covering the most renowned portion of the famed Klondike goldfields. The extension to the offer allows for the retirement of KSMC trade and other debt obligations, as well as providing additional time for KSMC shareholders to consider the details.”
ABOUT KLONDIKE GOLD CORP.
Klondike Gold Corp., is a Canadian exploration company with offices in Vancouver, British Columbia, and Dawson City, Yukon. The Company is focused on the development of its Yukon gold properties, and also holds a large portfolio of gold and base metal projects in southeastern British Columbia.
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
Certain statements in this release are forward-looking statements, which reflect the expectations of management regarding the acquisition of the shares of Klondike Star Mineral Corporation (“KSMC”) and the combination of the companies. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future, and include statements regarding: (a) the tender of shares of KSMC to the Offer by shareholders of KSMC, and acceptance thereof by Klondike Gold, (b) the acquisition of a minimum of 51% of the issued and outstanding shares of KSMC by Klondike Gold, and (c) the receipt of approval from the TSX Venture Exchange for the acquisition of the shares of KSMC. Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements, including: (1) the shareholders of KSMC do not respond to the Offer or do not tender the minimum 51% of the shares of KSMC, (2) TSX Venture Exchange approval is not obtained for the acquisition of the shares or the closing of the transaction, (3) the inherent uncertainties and speculative nature associated with the exploration for gold mineralization, including the actual results of current exploration activities, changes in project parameters as plans continue to be refined, failure of equipment or processes to operate as anticipated, accidents or other risks of the mining industry, (4) a decrease in the demand for and/or a decrease in the price for gold, (5) any number of events or causes which may delay or cease exploration and development of the Company’s property interests, such as environmental liabilities, weather, mechanical failures, safety concerns and labour problems, (6) the risk that the Company does not execute its business plan, (7) inability to retain key employees, (8) inability to finance operations and growth, (9) an extended downturn in general economic conditions in North America and internationally, (10) an increase in the number of competitors with larger resources, and (11) other factors beyond the Company’s control. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. These forward-looking statements reflect management’s current views and are based on certain expectations, estimates and assumptions which may prove to be incorrect. These forward-looking statements are made as of the date of this news release and the Company assumes no obligation to update these forward-looking statements, or to update the reasons why actual results differed from those projected in the forward-looking statements. Additional information about these and other assumptions, risks and uncertainties are set out in the “Risks and Uncertainties” section in the Company’s MD&A filed with Canadian security regulators at www.sedar.com.