Mr. Collin Kettell reports
NEW FOUND GOLD CORP. ANNOUNCES ACQUISITION OF SECURITIES OF KIRKLAND LAKE DISCOVERIES CORP.
On May 25, 2023, New Found Gold Corp. acquired control of 28,612,500 common shares in the capital of Kirkland Lake Discoveries Corp. as consideration pursuant to a property purchase agreement dated Feb. 16, 2023, as amended May 8, 2023, between New Found and Kirkland.
New Found entered into the agreement with Kirkland on Feb. 16, 2023, as amended on May 8, 2023, pursuant to which New Found has transferred to Kirkland 100 per cent of its interests in the Lucky Strike property, excluding a 1-per-cent net smelter royalty on the production from the property granted by Kirkland to New Found. In consideration for the property, Kirkland issued 28,612,500 Kirkland shares to New Found. The Kirkland shares issued to New Found have an aggregate deemed value of $5,722,500, or 20
cents per Kirkland share.
As a result, New Found owns 28,612,500 Kirkland shares (as disclosed by New Found in its early warning report dated May 25, 2023). Prior to the issuance of the Kirkland shares, New Found did not own or control any Kirkland shares. Immediately following the issuance of the Kirkland shares, New Found owns and controls a total of 28,612,500 Kirkland shares, representing approximately 49.0 per cent of the issued and outstanding Kirkland shares.
The Kirkland shares were acquired for investment purposes. In connection with the transaction, Denis Laviolette, president and director of New Found, was elected as director of Kirkland, effective on closing date, and New Found may nominate two additional directors at a later date. Under the terms of the agreement, New Found agreed to use commercially reasonable efforts to distribute all the Kirkland shares that it holds to New Found's shareholders, pro rata, within one year following the closing date. In addition, New Found agreed that, during this one-year period, it will not transfer any Kirkland shares except in connection with such share distribution.
The Kirkland shares are traded on the TSX Venture Exchange.
This news release is issued pursuant to National Instrument 62-103 (the Early Warning System and Related Take-Over Bid and Insider Reporting Issues), which also requires a report to be filed in accordance with applicable securities laws. A copy of the early warning report can be found under Kirkland's profile on the SEDAR website.
About New Found Gold Corp.
New Found holds a 100-per-cent interest in the Queensway project, located 15 kilometres west of Gander, Nfld., and just 18 kilometres from Gander International Airport. The project is intersected by the Trans-Canada Highway and has logging roads crosscutting the project, high-voltage electric power lines running through the project area and easy access to a highly skilled work force. New Found is currently undertaking a 500,000-metre drill program at Queensway, and is well financed for this program with cash and marketable securities of approximately $60-million as of May, 2023.
We seek Safe Harbor.
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