The press release attached as Schedule “A” was released on June 1, 2020.
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 Name and Address of Company
Avidian Gold Corp.
18 King Street East, Suite 902
Toronto, Ontario
M5C 1C4
Item 2 Date of Material Change
June 2, 2020.
Item 3 News Release
The press release attached as Schedule “A” was released on June 1, 2020.
Item 4 Summary of Material Change
The material change is described in the press release attached as Schedule “A”.
Item 5 Full Description of Material Change
The material change is fully described in the press release attached hereto as Schedule “A”.
Item 6 Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7 Omitted Information
Not applicable.
Item 8 Executive Officer
David Anderson
President and CEO
Avidian Gold Corp.
Ph: 1-403-688-8863
Item 9 Date of Report
June 2, 2020
Schedule “A”
Avidian Gold to Acquire 100% of the Fish Creek Gold Property Located
Adjacent to Fort Knox Gold Mine and Gil Deposit
TORONTO, Ontario, June 1, 2020 – Avidian Gold Corp. (“ Avidian” or the “ Company”) (TSX -V: AVG) is
pleased to announce that it has agreed to terms and signe d a Binding Letter of Intent (" LOI") with Keltic
Enterprises Inc. (“Keltic”) to acquire a 100% interest in the Fish Creek gold property. The Fish Creek gold
property is a State of Alaska mineral lease totaling 418 hectares (1032 acres) and is located 6.5 km east of
Kinross Gold’s Fort Knox Gold Mine and immediately west of Kinross's Gil deposit (Figure 1) in the
Fairbanks Mining District. Please note: mineralization hosted on adjacent and/or nearby properties is not
necessarily indicative of mineralization hosted on the Company’s property.
David Anderson, Chairman and CEO of Avidian states : "The acquisition of the Fish Creek project is a
continuation of our plan to acquire additional properties in the Fairbanks Mining District and Fort Knox
area in particular. This is a prolific gold district that lends itself to favourable metallurgy through heap
leaching of oxidized mineralization. We have seen oxidation profiles similar to Fort Knox in mineralization
identified on our Amanita prospect located 5.5 kilometres south of the Fort Knox pit and anticipate a
similar situation at Fish Creek. We look forward to continuing exploration at Amanita and initiating
exploration at Fish Creek this summer."
Figure 1 – Fairbanks Mining District
The Fish Creek project has potential to host both lode and placer gold deposits due to its shared regional
geology and down-slope location from both Kinross Gold’s Fort Knox mine and their Gil project. The Fish
Creek property has been primarily explored for placer gold but intrusive bodies interpreted from
geophysics are evident on the property. Lode gold depos its in the Fairbanks Mining District are typically
associated with intrusive events.
.
Historical placer gold production from the Fairbanks Mining District is estimated to be approximately 8
million ounces while lode gold production from the Fort Knox gol d mine alone has recently surpassed 8
million ounces as announced by Kinross Gold on October 19, 2019 (kinrossworld.kinross.com).
The Fish Creek property has excellent road access and is located on a drainage system that was mined
extensively for alluvial gold in the past both upstream and downstream of the property boundaries. Very
widely spaced placer drilling over a large area of the property conducted in 1996 indicated the presence
of placer gold in alluvial deposits. More extensive and closer spaced placer gold drilling conducted in 2004
confirmed the presence of significant concentrations of placer gold on the claims (SEDAR filed technical
report: Linux Gold Corp., May 6, 2005).
Outcrop on the property is scarce consequently most of the historical e xploration has been focused on
placer exploration. Avidian’s prime focus will be on exploring lode gold potential although consideration
will be given to placer gold potential to fund future exploration.
Transaction Terms
Avidian Gold agrees to purchase 100% of Fish Creek in exchange for:
• Issuance to Keltic of 2.5 million common shares of Avidian
• Granting to Keltic of an unencumbered 1% NSR on the Fish Creek property
• Granting to Keltic of a 0.2% NSR on Avidian's Amanita property (Fig. 1)
Keltic will also be entitled to receive one half of any additional royalty granted to a third party in the event
of subsequent disposition by Avidian of the Fish Creek property and to receive 25% of any net profits
received from such sale to third party after a deduction of an amount equal to two times the exploration
costs expended by Avidian on the Fish Creek property and reasonable transactional expenses incurred in
connection with sale to third party.
Avidian and Keltic agree to enter into a definitive agreement in c onnection with the transaction by July
31, 2020, or such other day as the parties may agree upon.
The proposed transaction is subject to receipt of approval from TSX Venture Exchange.
The technical information contained in this news release has been approved by Steve Roebuck, P.Geo and
President of Avidian Gold, who is a Qualified Person as defined in National Instrument 43-101 - Standards
of Disclosure for Mineral Projects.
About Avidian Gold Corp.
Avidian brings a disciplined and veteran team of project managers together with a regional scale
advanced stage gold-copper exploration portfolio in Alaska. Avidian’s Golden Zone project also hosts a
NI 43-101 Indicated gold resource of 267,400 ounces (4,187,000 tonnes at 1.99 g/t Au) plus an Inferred
gold resource of 35,900 ounces (1,353,000 tonnes at 0.83 g/t Au)*. Additional projects include the
Amanita gold property which is adjacent to Kinross Gold’s Fort Knox gold mine in Alaska and the Jungo
gold/copper property in Nevada. *Technical Report on the Golden Zone Property, August 17, 2017, L.
McGarry P.Geo & I. Trinder P.Geo, A.C.A Howe International Ltd.
Avidian is the majority owner of High Tide Resources, a private company with an option on the Labrador
West iron ore property and owns the base metal Strickland Property and the Black Raven gold property,
all located in Newfoundland and Labrador, Canada.
Avidian is focused on and committed to the development of advanced stage mineral projects
throughout first world mining friendly jurisdictions using industry best practices combined with a strong
social license from local communities. Further details on the Corporation and the individual projects,
including the NI 43-101 Technical report on the Golden Zone property, can be found on the
Corporation’s website at www.avidiangold.com.
For further information, please contact:
Steve Roebuck, President
E: [email protected] or +1(905) 741-5458
Email: [email protected]
Neither 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 news release.
Forward-looking information
This News Release includes certain "forward-looking statements". These statements are based on inform ation
currently available to the Company and the Company provides no assurance that actual results will meet
management's expectations. Forward-looking statements include estimates and statements that describe the
Company's future plans, objectives or goals, including words to the effect that the Company or management
expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as
"believes", "anticipates", "expects", "estimates", "may", "could", "would", "will", or "plan". Since forward-looking
statements are based on assumptions and address future events and conditions, by their very nature they involve
inherent risks and uncertainties. Actual results relating to, among other things, results of exploration, proj ect
development, reclamation and capital costs of the Company's mineral properties, and the Company's financial
condition and prospects, could differ materially from those currently anticipated in such statements for many
reasons such as: changes in general economic conditions and conditions in the financial markets; changes in
demand and prices for minerals; litigation, legislative, environmental and other judicial, regulatory, political and
competitive developments; technological and operational difficulties encountered in connection with the activities
of the Company; and other matters discussed in this news release. This list is not exhaustive of the factors that
may affect any of the Company's forward-looking statements. These and other factors should be considered
carefully and readers should not place undue reliance on the Company's forward -looking statements. The
Company does not undertake to update any forward-looking statement that may be made from time to time by
the Company or on its behalf, except in accordance with applicable securities law.