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MDC Madison Energy Corp

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Share Name Share Symbol Market Type
Madison Energy Corp TSXV:MDC TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

New Klondike Announces Private Placement Closing

30/11/2012 2:52pm

Marketwired Canada


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


New Klondike Exploration Ltd. (TSX VENTURE:NK) ("New Klondike" or the "Company")
is pleased to announce that it has closed the previously announced non-brokered
private placement (the "Private Placement") of 1,200,000 common shares of the
Company (each, a "Common Share") at a price of $0.085 per Common Share, for
aggregate gross proceeds of $102,000. 


The gross proceeds of the Private Placement will be used to fund property
maintenance costs, asset acquisition investigations and for general corporate
purposes.  


Subsequent to the closing of the Private Placement, New Klondike has 17,342,845
Common Shares issued and outstanding. The Common Shares issued in connection
with the Private Placement are subject to a four month hold period expiring on
March 31, 2013. 


In a press release dated November 23, 2012, the Company announced that it and
M.D. Coulter & Associates Inc. ("MDC") had mutually agreed to terminate a debt
settlement agreement to settle $121,000 of debt owed to MDC by the Company.
Instead, the Company paid MDC $121,000 in cash. MDC is considered to be a
related party of the New Klondike as it is 50% owned by Michael Coulter, the
President of New Klondike. The principals of MDC, Michael Coulter and Marilyn
Turner subscribed for the 1,200,000 Common Shares under the Private Placement,
with Michael Coulter subscribing for 730,000 Common Shares. The participation of
Mr. Coulter in the Private Placement constitutes a "related party transaction"
under Multilateral Instrument 61-101 - Protection of Minority Security Holders
in Special Transactions ("MI 61-101"), however, New Klondike was exempt from
both the formal valuation and minority shareholder approval requirements of MI
61-101 in connection with the Private Placement as neither the fair market value
of the Common Shares issued, nor the consideration for such shares, exceeded 25%
of New Klondike's market capitalization as calculated pursuant to MI 61-101. 


About New Klondike 

New Klondike owns the Goldstorm Project (gold/base metals) in the Dryden area, a
30% working interest in the Santa Maria property (gold/base metals) also in the
Dryden area, and the past producing Nickel Offsets property (nickel/copper) in
the Sudbury area. 


Management is focused on advancing New Klondike's future exploration strategy as
a Canadian precious metal explorer. For further information about New Klondike
please visit our website www.newklondike.com. 


This news release shall not constitute an offer to sell or the solicitation of
an offer to buy any securities nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such jurisdiction.



Forward-Looking Information 

This news release contains certain "forward-looking information". All
statements, other than statements of historical fact, that address activities,
events or developments that the Company believes, expects or anticipates will or
may occur in the future including, without limitation, statements relating to
the Company's expected use of the proceeds, are forward-looking statements.
These forward-looking statements reflect the current expectations or beliefs of
the Company based on information currently available to the Company.
Forward-looking statements are subject to a number of significant risks and
uncertainties and other factors that may cause the actual results of the Company
to differ materially from those discussed in the forward-looking statements, and
even if such actual results are realized or substantially realized, there can be
no assurance that they will have the expected consequences to, or effects on the
Company. Factors that could cause actual results or events to differ materially
from current expectations include, but are not limited to, the failure of the
Company to spend the proceeds of the Offering as indicated herein and general
business and economic uncertainties. 


Any forward-looking statement speaks only as at the date on which it is made
and, expect as may be required by applicable securities laws, the Company
disclaims any intent or obligation to update any forward-looking statement,
whether as a result of new information, future events or results or otherwise.
Although the Company believes that the assumptions inherent in the
forward-looking statements are reasonable, forward-looking statements are not
guarantees of future performance and accordingly undue reliance should not be
put on such statements due to the inherent uncertainty therein. 


FOR FURTHER INFORMATION PLEASE CONTACT: 
New Klondike Exploration Ltd.
Michael Coulter
President
416-368-3332
info@newklondike.com
www.newklondike.com

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