King’s Bay Gold Corporation Announces Closing of Private Placement
KING’S BAY GOLD CORPORATION
1450 – 789 West Pender Street
Vancouver, BC V6C 1H2
King’s Bay Gold Corporation Announces Closing of Private Placement
January 3, 2017 – King’s Bay Gold Corporation (the “ Company ”) (TSXV: KBG ) is pleased to
announce that it has completed a non-brokered private placement (the “ Financing ”) of 12,516,700
units (each, a “ Unit ”) at a price of $0.075 per Unit for gross proceeds of $938,752.50. Each Unit
consists of one common share of the Company and one non-transferable common share purchase
warrant (each, a “ Warrant ”). Each Warrant will entitle the holder thereof to acquire one common
share (each, a “ Warrant Share ”) of the Company at a price of $0.12 per Warrant Share for a period
of 2 years from the closing of the Financing.
In connection with the Financing, the Company paid cash finder’s fees of $6,600 and issued 33,600
shares and 33,600 share purchase warrants (the “ Finder’s Warrants ”) to certain finders. The
Finder’s Warrants have the same terms as the Warrants.
The Company intends to use the proceeds of the Offering as follows:
• $100,000 G & A, $90,000 salaries, $100,000 corporat e development, $50,000 legal,
accounting and regulatory fees, property acquisition costs $100,000, travel and promotion
$60,000 unallocated working capital $100,000, and exploration expenditures of $500,000.
All securities issued in connection with the Financing are subject to a statutory hold period expiring
four months and one day after the closing of the Financing.
Insiders of the Company subscribed for an aggregate of 373,333 Units under the Financing, which
is a “related party transaction” within the meaning of Multilateral Instrument 61-101 Protection of
Minority Security Holders in Special Transactions (“ MI 61-101 ”). The participation of the insider
in the private placement was exempt from the valuat ion and minority shareholder approval
requirements of MI 61-101 by virtue of the exemptio ns contained in Sections 5.5(a) and 5.7(a) of
MI 61-101 in that the fair market value of the consideration of the shares to be issued to the insider
did not exceed 25% of the Company’s market capitalization.
None of the securities issued in connection with th e financing will be registered under the United
States Securities Act of 1933, as amended (the “ 1933 Act ”), and none of them may be offered or
sold in the United States absent registration or an applicable exemption from the registration
requirements of the 1933 Act. This press release shall not constitute an offer to sell or a solicitation
of an offer to buy nor shall there by any sale of t he securities in any state where such offer,
solicitation, or sale would be unlawful.
ON BEHALF OF THE BOARD OF DIRECTORS
King’s Bay Gold Corporation
“Kevin Bottomley”
Kevin Bottomley
President and Chief Executive Officer
Tel: (604) 681-1568
Email: [email protected]
For investment inquiries please contact
Brad Hoeppner
Director
Tel: (604) 681-1568
Email: [email protected]
Neither TSX Venture Exchange Inc. nor its Regulation Services Provider (as that term is defined in the policies of the TSX
Venture Exchange Inc.) accepts responsibility for the adequacy or accuracy of this release.