Kirkland Lake Gold Ltd. (“Kirkland Lake Gold” or
the “
Company”) (TSX:KL) (NYSE:KL) (ASX:KLA) is
pleased to announce that it has entered into a share purchase
agreement with Artemis Resources Limited (“Artemis”) to acquire
4,000,000 common shares (the “Shares”) of Novo Resources Corp.
(“Novo”) at a price of C$5.00 per Share for a total purchase price
of C$20,000,000 (the “Acquisition”). The Acquisition is scheduled
to close on or before May 31, 2018.
Currently, the Company holds 25,830,268 Shares
and 14,000,0000 Novo common share purchase warrants (the
“Warrants”), representing an approximate 16.33% undiluted interest
and an approximate 23.14% partially diluted interest in Novo,
assuming the exercise of the Warrants. Upon closing of the
Acquisition, assuming there is no change in the issued and
outstanding share capital of Novo as of the date hereof, Kirkland
Lake Gold will hold 29,830,268 Shares and 14,000,000 Warrants,
representing approximately 18.86% of the outstanding common shares
of Novo on an undiluted basis and approximately 25.46% of the
outstanding shares on a partially diluted basis, assuming the
exercise of the Warrants.
Pursuant to a prior agreement entered into
between Artemis and Novo, the Shares are subject to a contractual
restriction on resale until August 23, 2018. Accordingly, pursuant
to the share purchase agreement closing of the Acquisition is
subject to certain conditions, including the written consent of
Novo to the sale of the Shares and the Company has agreed to be
bound to the resale restrictions in favour of Novo until August 23,
2018.
The Shares are being acquired for investment
purposes. Kirkland Lake Gold has a long-term view of the investment
and may acquire additional securities either on the open market or
through private acquisitions, subject to the receipt of all
necessary regulatory and/or shareholder approvals, as required, or
sell the securities either on the open market or through private
dispositions in the future depending on market conditions,
reformulation of plans and/or other relevant factors. Kirkland Lake
Gold is relying on the private agreement exemption in section 4.2
of National Instrument 62-104 – Take-Over Bids and Issuer Bids, in
connection with the Acquisition.
This press release is being issued in 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 with the regulatory authorities in
each jurisdiction in which Novo is a reporting issuer containing
information with respect to the foregoing matters (the “Early
Warning Report”). A copy of the Early Warning Report will be filed
on Novo’s profile on SEDAR and may also be obtained by contacting
the Company at 416-840-7884 or by email at info@klgold.com.
About Kirkland Lake Gold
Ltd.
Kirkland Lake Gold Ltd. is a mid-tier gold
producer that in 2018 is targeting over 620,000 ounces of gold
production from mines in Canada and Australia. The production
profile of the company is anchored from two high-grade, low-cost
operations, including the Macassa Mine located in Northeastern
Ontario and the Fosterville Mine located in the state of Victoria,
Australia. Kirkland Lake Gold's solid base of quality assets is
complemented by district scale exploration potential, supported by
a strong financial position with extensive management and
operational expertise.
For further information on Kirkland Lake Gold
and to receive news releases by email, visit the website
www.klgold.com. Included in available information are the Company’s
consolidated financial statements, management’s discussion and
analysis (“MD&A”) and Form 40-F for the year ended December
2017, as well as all quarterly financial statements and MD&As.
These documents are filed with regulators, and are also available
at www.sedar.com and www.sec.gov/edgar. Hard copies are available
upon request by contacting +1-416-840-7884 or by email at
info@klgold.com.
Cautionary Note Regarding Forward-Looking
Information
This press release contains statements which
constitute "forward-looking information" within the meaning of
applicable securities laws, including statements regarding the
plans, intentions, beliefs and current expectations of Kirkland
Lake Gold with respect to future business activities and operating
performance, the anticipated closing of the Acquisition, and
potential future purchases or sales of securities of Novo.
Forward-looking information is often identified by the words "may",
"would", "could", "should", "will", "intend", "plan", "anticipate",
"believe", "estimate", "expect" or similar expressions and include
information regarding: (i) the amount of future production over any
period; (ii) assumptions relating to revenues, operating cash flow
and other revenue metrics; and (iii) future exploration plans.
Investors are cautioned that forward-looking
information is not based on historical facts but instead reflect
Kirkland Lake Gold's management's expectations, estimates or
projections concerning future results or events based on the
opinions, assumptions and estimates of management considered
reasonable at the date the statements are made. Although Kirkland
Lake Gold believes that the expectations reflected in such
forward-looking information are reasonable, such information
involves risks and uncertainties, and undue reliance should not be
placed on such information, as unknown or unpredictable factors
could have material adverse effects on future results, performance
or achievements of the combined company. Among the key factors that
could cause actual results to differ materially from those
projected in the forward-looking information are the following: the
future development and growth potential of the Novo properties;
future exploration activities planned at the Novo properties; risks
relating to equity investments; risks relating to first nations and
Aboriginal heritage; the availability of infrastructure, energy and
other commodities; nature and climactic conditions; currency
exchange rates (such as the Canadian dollar and the Australian
dollar versus the United States dollar); risks associated with
dilution; labour and employment matters; risks in the event of a
potential conflict of interest; changes in general economic,
business and political conditions, including changes in the
financial markets; changes in applicable laws; and compliance with
extensive government regulation. This forward-looking information
may be affected by risks and uncertainties in the business of
Kirkland Lake Gold and market conditions. This information is
qualified in its entirety by cautionary statements and risk factor
disclosure contained in filings made by Kirkland Lake Gold,
including its annual information form and financial statements and
related MD&A for the financial year ended December 31, 2017 and
2016 filed with the securities regulatory authorities in certain
provinces of Canada and available at www.sedar.com.
Should one or more of these risks or
uncertainties materialize, or should assumptions underlying the
forward-looking information prove incorrect, actual results may
vary materially from those described herein as intended, planned,
anticipated, believed, estimated or expected. Although Kirkland
Lake Gold has attempted to identify important risks, uncertainties
and factors which could cause actual results to differ materially,
there may be others that cause results not to be as anticipated,
estimated or intended. Kirkland Lake Gold does not intend, and do
not assume any obligation, to update this forward-looking
information except as otherwise required by applicable law.
FOR FURTHER INFORMATION PLEASE CONTACT
Anthony Makuch, President, Chief Executive
Officer & DirectorPhone: +1 416-840-7884, E-mail:
tmakuch@klgold.com
Mark Utting, Vice-President, Investor Relations Phone: +1
416-840-7884, E-mail: mutting@klgold.com
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