Kestrel Gold Announces Closing of Private Placement and Results of Annual and Special Meeting

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Kestrel Gold Inc.(the "Corporation") (TSX VENTURE:KGC) is pleased to announce
that, further to its press release dated January 31, 2012, it has completed its
previously announced non-brokered private placement (the "Private Placement").
The Corporation further announces the results of its Annual and Special Meeting
held on March 21, 2012. 


Private Placement 

Pursuant to the Private Placement, the Corporation issued 1,800,000 units
("Units") of the Corporation at a purchase price of $0.40 per Unit for gross
proceeds of $720,000. Each Unit consists of one (1) common share in the capital
of the Corporation ("Common Share") and one half of one (1/2) Common Share
purchase warrant of the Corporation ("Warrant"). Each full Warrant entitles the
holder to purchase one (1) Common Share at a purchase price of $0.60 per Common
Share exercisable on or before one (1) year from March 23, 2012, (the "Closing
Date"), subject to earlier expiry in certain circumstances. 


If at any time prior to the expiry of the Warrants the trading price of the
Common Shares on the TSX Venture Exchange (the "Exchange") exceeds $0.80 for a
period of 20 consecutive trading days, the Corporation may, in its sole
discretion, within five (5) days after such an event, provide notice (a
"Notice") to the warrant holders of early expiry of the Warrants. The Notice
would provide that the Warrants would expire at 3:30 p.m. (Calgary time) on the
date which is twenty one (21) days after the date of the Notice. 


The Corporation paid an aggregate of $35,700 and issued 89,250 finder's warrants
("Finder's Warrants") to certain arms length finders in connection with the
Private Placement. Each Finder's Warrant entitles the holder to purchase one (1)
Unit at a purchase price of $0.40 and is exercisable on or before one (1) year
from the Closing Date.  


The Corporation intends to use the net proceeds of the Private Placement to fund
a portion of its exploration activities with respect to its mining properties in
Argentina and the Yukon Territory and for other working capital requirements. 


The Private Placement is subject to final approval by the Exchange (the
"Exchange"). 


Annual and Special Meeting 

The annual general and special meeting of shareholders was held on March 21,
2012. At the meeting, shareholders approved all of the resolutions put before
them by management and the board of directors of the Corporation, including the
election of the following directors: Kevin V. Nephin, Stuart Peterson, Marc
Stachiw and Timothy Termuende, the appointment of Smythe Ratcliffe LLP as the
Corporation's auditor, the approval of the Corporation's stock option plan and
the approval of a resolution authorizing the amendment of the exercise price of
1,650,000 stock options previously granted to directors, officers, employees and
consultants of the Corporation (the "Subject Options") to $0.60 per share, with
no change in the expiry date of the Subject Options. 


The Subject Options consist of 300,000 stock options granted on November 29,
2010 at an exercise price of $0.86, 600,000 stock options granted on January 7,
2011 at an exercise price of $1.20, 400,000 stock options granted on May 16,
2011 at an exercise price of $0.77, 250,000 stock options granted on August 4,
2011 at an exercise price of $0.84 and 100,000 stock options granted on
September 1, 2011 at an exercise price of $0.80. Of the Subject Options,
1,050,000 are held by directors and officers of the Corporation and 600,000 are
held by employees or consultants of the Corporation.  


Pursuant to the requirements of the Exchange, the shareholder resolution
authorizing the amendment to the Subject Options was approved by the
disinterested shareholders of the Corporation, excluding from the vote any
Common Shares held by insiders or their affiliates who held any of the Subject
Options. 


The amendment to the exercise price of the Subject Options and the annual
acceptance of the Corporation's stock option plan are subject to approval by the
Exchange.


About Kestrel Gold Inc. 

Kestrel is a gold exploration company headquartered in Canada. Its two principal
projects are the King Solomon Dome project in Canada's Yukon Territory and the
Huachi project in Argentina. Kestrel (KGC) is listed on the TSX Venture
Exchange.


Cautionary Statements

This news release contains "forward-looking statements" within the meaning of
applicable securities laws. Readers are cautioned to not place undue reliance on
forward-looking statements. In particular, forward-looking statements in this
news release include, but are not limited to the use of proceeds from the
Private Placement and the receipt of Exchange approval for the Private
Placement, the stock option plan and the amendment of the Subject Options.
Forward-looking statements are based on certain key assumptions made by the
Corporation, including assumptions regarding the receipt of all regulatory and
stock exchange approvals and that the proceeds will be used as currently
intended. Actual results and developments may differ materially from those
contemplated by these statements depending on, among other things, the risk of
delays in obtaining or failure to obtain regulatory approval and general
economic, market and business conditions. The forward-looking statements in this
press release are made as of the date of this release and the Corporation
undertakes no obligation to update publicly or revise any forward-looking
statements whether as a result of new information or otherwise, except as
required by applicable securities laws. The Corporation undertakes no obligation
to comment on analyses, expectations or statements made by third-parties in
respect of the Corporation or its financial or operating results or (as
applicable) their securities.