Mr. Amir Mousavi of Bison Gold reports

BISON GOLD ANNOUNCES SIGNING OF ARRANGEMENT AGREEMENT

Bison Gold Resources Inc. has entered into a definitive arrangement agreement with Klondex Mines Ltd., effective Aug. 7, 2017, whereby Klondex has agreed to acquire, by way of a court-approved plan of arrangement in accordance with the Business Corporations Act (Ontario), all of the issued and outstanding common shares of Bison in exchange for cash or common shares in the capital of Klondex, or a combination of cash and Klondex shares, as further described herein.

The transaction will be completed by way of a plan of arrangement, whereby Bison shareholders will exchange all of their issued and outstanding Bison shares for, at the election of Klondex: (i) cash; (ii) Klondex shares; or (iii) a combination of cash and Klondex shares, all in accordance with the following options:

1. If Klondex does not make a share election (as defined herein), 59 cents in cash per Bison share;
2. If the volume-weighted average trading price of the Klondex shares on the Toronto Stock Exchange for the five-day period ending on the last trading day prior to the share election date is less than $5.50 per Klondex share and Klondex makes a share election: (i) such number of Klondex shares as is equal to the quotient of 59 cents divided by the volume-weighted average trading price of the Klondex shares on the TSX for the five-day period ending on the last trading day prior to the share election date rounded to four decimal places; or (ii) any combination of cash and Klondex shares in accordance with (i) and on the basis of 59 cents per Bison share in cash, all in accordance with the share election;
3. If the volume-weighted average trading price of the Klondex shares on the TSX for the five-day period ending on the last trading day prior to the share election date is greater than or equal to $5.50 per Klondex share and Klondex makes a share election: (i) 0.1072 of a Klondex share; or (ii) any combination of cash and Klondex shares in accordance with (i) and on the basis of 59 cents per Bison share in cash, all in accordance with the share election.

Klondex may make an election on or prior to the date that is one business day following the date the final court order for the arrangement is obtained to pay all or a portion of the arrangement consideration in the form of Klondex shares. For greater certainty, if Klondex does not make a share election, the arrangement consideration will be paid in the form of cash.

The board of directors of Bison, after receiving the unanimous recommendation of a special committee comprising independent directors of the Bison board, has approved the arrangement and the entering into of the arrangement agreement and has determined to recommend that shareholders of Bison vote in favour of the arrangement. The Bison board, in its review of the arrangement and determination to recommend the arrangement to shareholders, considered a number of factors, including, but not limited to, the following:

• Significant premium to market: The arrangement consideration, either in the form of cash or Klondex shares, or a combination of both, is based on a price of 59 cents per Bison share, which represents a 131-per-cent premium to the last close price of Bison's common shares on the TSX Venture Exchange as at Aug. 2, 2017.
• Access to Klondex resources: In the event Klondex makes a share election, the Klondex shares to be acquired by Bison shareholders will provide Bison shareholders with the opportunity to be shareholders of a larger, more diversified company with a broad portfolio of properties and access to Klondex's technical, project development and operating capabilities, as well as financial resources.
• Fairness opinion: The opinion of Clarus Securities Inc., dated Aug. 2, 2017, to the special committee states that the arrangement consideration is fair, from a financial point of view, to the shareholders of Bison.

If Klondex does not make a share election, each Bison stock option outstanding immediately prior to the effective time of the arrangement shall be immediately cancelled in exchange for a cash payment equal to the excess, if any, of: (i) the product of the number of Bison shares underlying such Bison option and 59 cents; over (ii) the applicable aggregate exercise price of such Bison option. If Klondex makes a share election, each Bison option outstanding immediately prior to the effective time shall be exchanged by the holder thereof, without any further act or formality and free and clear of any liens, claims or encumbrances, for an option to acquire from Klondex, subject to certain adjustments, the number of Klondex shares equal to the product obtained when: (i) the number of Bison shares subject to such Bison option immediately prior to the effective time is multiplied by (ii) the applicable exchange ratio in accordance with the arrangement consideration as detailed above. All Bison warrants outstanding immediately prior to the effective time will remain outstanding and, following the effective time, shall entitle the holder thereof to receive upon the subsequent exercise or conversion of such holder's Bison warrant, in accordance with its terms, in lieu of each Bison share to which such holder was theretofore entitled upon such exercise or conversion but for the same aggregate consideration payable therefor, the arrangement consideration, as so elected by Klondex.

Completion of the arrangement is subject to customary closing conditions, including court approval, the approval of holders of not less than 66-2/3rds per cent of the holders of Bison shares voted at a special meeting of Bison shareholders that will be called to approve the arrangement as well as majority of the minority approval as required under applicable Canadian securities laws. The arrangement is also subject to the approval of the Toronto Stock Exchange, NYSE MKT (New York Stock Exchange), TSX Venture Exchange and all applicable regulatory authorities, as well as other conditions typical for a transaction of this nature.

The terms of the arrangement will be summarized in an information circular of Bison that is anticipated to be mailed to the shareholders of Bison in connection with the special meeting that is expected to be held in late September or early October, 2017.

All of the directors and officers of Bison and all of the shareholders of Bison holding greater than 10 per cent of the outstanding Bison shares, collectively holding a total of 1,611,760 Bison shares, representing approximately 16.7 per cent of the outstanding Bison shares, have entered into agreements with Klondex, pursuant to which they have agreed to vote their Bison shares in favour of the arrangement.

The special committee retained Clarus in order to provide an opinion as to the fairness of the arrangement consideration from a financial point of view and retained Wildeboer Dellelce LLP as its legal counsel. Irwin Lowy LLP is acting as legal counsel to Bison. Bennett Jones LLP is acting as legal counsel to Klondex.

A copy of the arrangement agreement, the circular and related documents will be filed with the Canadian regulatory authorities and will be available for review under Bison's SEDAR profile.

About Bison Gold Resources Inc.

Bison Gold is focused on gold exploration with property assets in Manitoba, Canada.

About Klondex Mines Ltd.

Klondex has 100-per-cent interests in three producing mineral properties: the Fire Creek mine and the Midas mine and ore milling facility, both of which are located in the state of Nevada, United States, and the True North gold mine and mill in Manitoba, Canada. Klondex also has 100-per-cent interests in two recently acquired projects, the Hollister mine and the Aurora mine and ore milling facility, also located in Nevada.

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