Crocodile Gold Announces Agreement on the Sale of Non-Core Assets in the Northern Territory

TORONTO, ONTARIO--(Marketwired - Aug. 28, 2014) - Crocodile Gold Corp. (TSX:CRK)(TSX:CRK.DB)(TSX:CRK.WT)(OTCQX:CROCF)(FRANKFURT:XGC) ("Crocodile Gold" or the "Company") has entered into a sale agreement with Phoenix Copper Limited (ASX:PNX) ("Phoenix Copper") to sell 100% of the Iron Blow and Mount Bonnie massive sulphide deposits (see Figure 1) for a 2% royalty in respect of any gold and silver production from the related tenements. Crocodile Gold will retain an option to buy back a 30% interest in the Iron Blow and Mount Bonnie properties within six months of Phoenix Copper completing a Feasibility Study, by paying three times the accumulated exploration expenditures on these tenements.

Crocodile Gold has also entered into an Option (Farm-In) agreement (the "Agreement") with Phoenix Copper, which allows Phoenix Copper the ability to earn up to a 90% interest in the nearby Burnside, Moline (see Figure 1) and Maud Creek base metal and gold exploration projects (see Figure 2) through a commitment to spend a total of $4 million in exploration expenditures over the next four years. Under the Agreement, Crocodile Gold will retain the option to acquire 90% of any gold and silver deposit discoveries on any of the properties by paying Phoenix Copper three times the accumulated expenditure related to that deposit. This exploration agreement allows Phoenix Copper to explore for gold and base metals around the Maud Creek Mineral Resource while Crocodile Gold retains 100% ownership of the Maud Creek deposit and surrounding prospects on Mineral Licence ML30260 (Figure 2).

Mineral Licence ML30260 (previously MLN1978) is approximately 1,106 Ha in size and includes the Maud Creek Mineral Resource and Reserve. This deposit contains an Indicated Mineral Resource of 7.7 Mt @ 3.50 g/t Au for 871,000 ounces of gold and an Inferred Mineral Resource of 4.2 Mt @ 2.55 g/t Au for 343,600 ounces of gold (please see notes to Maud Creek Mineral Resource).

In addition, the Agreement provides for further consideration of $500,000 payable to Crocodile Gold (in cash or shares) in the event that Phoenix Copper completes a Bankable Feasibility Study on any base metals deposits.

The Agreement is subject to certain conditions including the parties entering into certain deeds of assignment and assumption with relevant third parties in relation to existing third party agreements. The conditions must be satisfied or waived on or before November 15^th, 2014.