Mr. Peter Tallman reports
KLONDIKE GOLD PROCEEDS WITH OFFER FOR KLONDIKE STAR SHARES
Klondike Gold Corp. is proceeding with its proposal to acquire a
majority interest in the issued and outstanding shares of Klondike Star
Mineral Corp. (KSMC), a widely held, private Delaware company,
announced in the company's news release of March 1, 2012. Klondike Gold
is offering each shareholder of KSMC the opportunity to exchange each
share of KSMC held for 0.25 Klondike Gold share. 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.
Klondike Gold's principal focus has been the exploration and development
of a group of 974 quartz claims situated in the Yukon and covering an
area of approximately 185 square kilometres, including claims underlying
a large part of the Bonanza Creek-Eldorado Creek catchment area credited with
providing over 50 per cent of the historic alluvial (placer) gold production
from the Klondike Goldfield. Klondike Gold holds a 22.5-per-cent interest in
these claims directly, and another 50-per-cent interest is held by Lonestar Gold
Inc., a private company, which is 80 per cent owned by Klondike Gold.
KSMC's principal assets are its holdings of the remaining interests in
these 974 quartz claims, 27.5 per cent of which it holds directly, along with a
20-per-cent interest in Lonestar Gold. Additionally, KSMC owns directly a
further 368 quartz claims covering an area of approximately 61 square
kilometres that are adjacent and/or contiguous to the base group of 974
quartz claims.
The objective of the offer is to acquire control of KSMC and thereby
consolidate the title to this package of a total of 1,342 quartz claims
covering approximately 246 square kilometres, part of which underlie 70 per cent
of the Bonanza Creek-Eldorado Creek catchment area of the historic Klondike
Goldfields to enhance the ability to finance the further development of
these claims.
In addition to the interest in the quartz claims described above, KSMC
also holds title to 188 placer claims in the Yukon extending
approximately 60 miles along the Indian River at the confluence with
Montana Creek, subject to a 5-per-cent gross production royalty payable by KSMC
to the vendors. In 2012, by way of a royalty and lease agreement, KSMC
granted an exclusive lease of the claims and the mining rights thereto,
including the water licence and the mining permit held by KSMC, to
Klondike Gold.
Peter Tallman, president and chief executive officer of Klondike Gold, commented: "Klondike
Gold's vision to create a successful exploration enterprise in the Yukon
first requires consolidation of the property titles into one business
entity. The addition into Klondike Gold's portfolio of KSMC's interests
in the key Bonanza-Eldorado area mineral claims, as well as the other
KSMC mineral claims nearby plus the alluvial placer claims, creates a
combination with the threshold needed to attain that vision."
The offer is being made by Klondike Gold as an exempt takeover bid
under Canadian securities regulations and is subject to acceptance for
filing by the TSX Venture Exchange.
We seek Safe Harbor.
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