Klondike Gold Closes First Tranche Raising $1,023,450

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

VANCOUVER, BC / ACCESSWIRE / December 19, 2023 / Klondike Gold Corp. (TSXV:KG)(FRA:LBDP)(OTCQB:KDKGF) ("Klondike Gold" or the "Company") is pleased to announce that further to its news release of November 27, 2023 and December 14, 2023, the Company has closed the first tranche of its non-brokered private placement financing, raising $1,023,450.12 of which $699,450 is flow-through funds (the "First Tranche").

In closing the First Tranche, the Company issued 7,771,668 flow-through units at a price of $0.09 per flow-though unit, with each flow-through unit comprised of one common share which is a "flow-through" share for Canadian income tax purposes and one share purchase warrant. The Company further issued 4,050,000 non-flow-through units at a price of $0.08 per unit, with each unit comprised of one common share and one share purchase warrant.

A total of 11,821,668 share purchase warrants issued in connection with the First Tranche are exercisable at a price of $0.18 per share until December 18, 2025.

The Company also paid an aggregate of cash finder's fees $39,630 and issued 446,333 finder's warrants (the "Finders Warrants"), of which Eventus Capital Corp. was paid $34,500 and was issued 383,333 Finders Warrants and Haywood Securities Inc. was paid $5,130 and was issued 63,000 Finder's Warrants. Each Finder's Warrant entitle the holder thereof to purchase one common share of the Company (a "Finder's Warrant Share") at a price of $0.18 per Finder's Warrant Share until December 18, 2025.

All securities issued in connection with the First Tranche are subject to a four month and one day statutory hold period expiring on April 19, 2024, in accordance with applicable securities laws and the policies of the TSX Venture Exchange.

One insider of the Company participated in the First Tranche and acquired an aggregate of 1,050,000 Units. The purchases by this insider constitute "related party transactions" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The issuances are exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as they are distributions of securities for cash and the fair market value of the Units issued to, and the consideration paid by, the insider did not exceed 25% of the Company's market capitalization. No new insiders were created, nor any change of control occurred, as a result of closing the Frist Tranche of the private placement.