KO Gold Closes Debt Settlement
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KO Gold Closes Debt Settlement
Vancouver, British Columbia – December 5, 2025 - KO Gold Inc. (CSE:KOG) (“KO Gold” or the “Company”)
announces that it has closed the previously announced debt settlement agreements (the “Settlement
Agreements”) with certain creditors to settle outstanding debts totaling $493,471.24, including
outstanding fees owed to management and contractors (the “Debt Settlement”). Pursuant to the
Settlement Agreements, the Company issued an aggregate of 2,467,356 common shares (the “Common
Shares”) at a deemed price of $0.20 per Common Share in full satisfaction of such debts.
The Common Shares issued pursuant to the Settlement Agreements are subject to a statutory hold period
of four months and one day in accordance with applicable securities laws.
Two insiders of the Company participated in the Debt Settlement, settling an aggregate of $282,871.24 of
indebtedness through the issuance of 1,414,356 Common Shares. Such participation constitutes a
“related party transaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders
in Special Transactions (“MI 61-101”). The Company relied on the exemptions from the formal valuation
and minority shareholder approval requirements contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101,
respectively, on the basis that the fair market value of the insider participation does not exceed 25% of
the Company’s market capitalization.
Early Warning Disclosure
In connection with the Debt Settlement, Gregory Isenor acquired 794,216 Common Shares of the
Company (the “Shares”). Immediately prior to the Debt Settlement, Mr. Isenor beneficially owned and/or
controlled 2,638,000 common shares of the Company, representing approximately 10.80% of the
Company’s issued and outstanding common shares. As a result of the Debt Settlement, Mr. Isenor now
beneficially owns and/or controls 3,432,216 common shares, representing approximately 12.76% of the
Company’s issued and outstanding common shares.
The Shares were acquired for investment purposes. Mr. Isenor may, depending on market and other
conditions, increase or decrease his beneficial ownership of the Company’s securities, whether through
market transactions, private agreements or other means, in each case subject to applicable securities
laws.
An early warning report will be filed by Mr. Isenor pursuant to National Instrument 62 -103 – The Early
Warning System and Related Take -Over Bid and Insider Reporting Issues and will be available on the
Company’s SEDAR+ profile. Mr. Isenor’s early warning report will include disclosure regarding his
previously-held position and is being filed to remedy an inadvertent prior non-compliance with the early
warning requirements.
For further information or to obtain a copy of the early warning report, please contact Gregory Isenor,
President and CEO, at 902-832-5555 or by email at [email protected].
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About KO Gold Inc.
KO Gold is a Canadian junior exploration company listed on the CSE under “KOG”. The Company’s
strategy is to acquire and explore highly prospective gold properties within the Otago Gold District in
New Zealand and has an ongoing program of permit exploration and drilling. KO Gold presently has four
100%-owned exploration permits and one exploration permit under application (Carrick Range) within
the Otago Gold District for a combined land package of 400 km2. The Company’s Smylers Gold, Hyde and
Glenpark EPs are located adjacent to OceanaGold’s Macraes Gold Mine and the Carrick EP hosts the
historic Carrick Goldfield which holds promise as a significant gold deposit near Santana Minerals’
Bendigo-Ophir Gold Project. The Company also has an NSR on three additi onal permits including
Garibaldi, Raggedy Range, and Rough Ridge South totaling 340 km 2. KO Gold has on and drilling on its
permits in the Otago Gold District over the past five years including RC and diamond drilling on its
Smylers Gold EP.
For further information, please contact:
Greg Isenor, President and CEO, Director
Tel: (902) 832-5555
Email: [email protected]
Website: www.kogoldnz.com
KO Gold Inc.
Suite 802 – Sun Tower, 1550 Bedford Highway
Bedford, Nova Scotia
B4A 1E6 Canada
The CSE has neither approved nor disapproved the contents of this news release. Neither the CSE nor its
Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy
or accuracy of this news release.
Forward-Looking Information
This news release contains “forward- looking information” within the meaning of applicable securities
legislation. Forward-looking information includes, but is not limited to, statements with respect to the
anticipated effects of the Debt Settlement on the Company’s financial position, capitalization, and business
strategy, and management’s expectations regarding the Company’s future plans and operations. Forward-
looking information is based on the reasonable assumptions, estimates, expectations, analyses and
opinions of management made in light of its experience and perception of trends, current conditions and
expected developments, as well as other factors that management believes to be relevant and reasonable
in the circumstances.
Forward-looking information involves known and unknown risks, uncertainties and other factors that may
cause actual events, results, performance or achievements of the Company to differ materially from those
expressed or implied by such forward- looking information. These risks, uncertainties and other factors
include, among others: general business, economic, competitive, political and social uncertainties; risks
related to exploration and mining operations; volatility in commodity prices; risks related to the Company’s
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ability to maintain stock exchange listings; risks related to future financing requirements; and the risk
factors discussed in the Company’s continuous disclosure documents available under the Company’s
profile at www.sedarplus.ca.
Readers are cautioned not to place undue reliance on forward- looking information. The forward-looking
information contained in this news release is made as of the date hereof and is expressly qualified in its
entirety by this cautionary statement. The Company undertakes no obligation to update or revise any
forward-looking information, except as required by applicable securities laws.