New Klondike Announces Private Placement Financing
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TORONTO, Dec. 12, 2022 - New Klondike Exploration Ltd. (the "Corporation" or "New Klondike") announces that it has completed a private placement financing through the issue of 4,628,571 common shares of the Corporation ("Common Shares") at a price of $0.007 per common share (the "Placement") for gross proceeds of approximately $32,400. Neil Pettigrew, a director of the Corporation purchased the 1,428,571 Common Shares.
The Placement by a person who is a 'Related Party' within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions of the Canadian Securities Administrators (the "Instrument") constitutes a 'related party transaction' under the Instrument. The Placement was approved by the independent directors of the Corporation. The Placement is exempt from the formal valuation and minority shareholder approval requirements of the Instrument by virtue of sections 5.5(c) and 5.7(1)(b) of the Instrument.
Following completion of the Placement, Neil Pettigrew owns or controls or has direction over 1,428,571 Common Shares. The Common Shares issued in connection with the Placement is subject to a four month hold period from the date of issuance.
The Corporation did not file a material change report more than 21 days before the expected closing of the Placement because the details of the participation therein by the related party of the Corporation were not settled until shortly prior to the closing of the Placement and the Corporation wished to close on an expedited basis for business reasons. The proceeds of the Placement will be used to fund working capital and general corporate purposes.
ABOUT NEW KLONDIKE
New Klondike is a mineral exploration company, its flagship asset is the past producing Nickel Offsets Property. The Nickel Offsets Property consists of 12 patented claims (145 hectares) and 5 unpatented mining claims (212 hectares) located within the Foy Township, Ontario, 40 kilometers NNW of Sudbury. The Company holds a 100% interest in the property. The claims straddle a 2.5 km strike length of the Foy Offset Dyke, the largest radial offset dyke emanating from the Sudbury Igneous Complex. The Corporation is a reporting issuer the provinces of British Columbia, Alberta, Ontario and Quebec, and its shares are not listed for trading on any stock exchange or quotation system.
ON BEHALF OF THE BOARD
"Charles Liu"
Chief Executive Officer
This press release is not an offer or a solicitation of an offer of securities.
Information set forth in this press release may contain forward-looking statements. Forward-looking statements are statements that relate to future, not past events. In this context, forward-looking statements often address a company's expected future business and financial performance, and often contain words such as "anticipate", "believe", "plan", "estimate", "expect", and "intend", statements that an action or event "may", "might", "could", "should", or "will" be taken or occur, or other similar expressions. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, risks associated with project development; the need for additional financing; operational risks; fluctuations in commodity prices; title matters; environmental liability claims and insurance; reliance on key personnel; the absence of dividends; competition; dilution; the volatility of our common share price and volume; and tax consequences to Canadian and U.S. Shareholders. Forward-looking statements are made based on management's beliefs, estimates and opinions on the date that statements are made and the Corporation undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. Investors are cautioned against attributing undue certainty to forward-looking statements.