This press release is issued pursuant to Multilateral Instrument 62-104, The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.
Mr. Ryan Kalt reports that he has indirectly acquired 1,000,000 common share units (the "Acquired Units") of
Red Lake Gold Inc. (CSE:RGLD)("Red Lake Gold" or the "Issuer") through Kalt Industries Ltd. (the "Acquiring Entity"), a Calgary-based corporation that is wholly-owned by Mr. Kalt. The Acquired Shares were acquired on January 12, 2024 under a publicly-announced financing (the "Financing") conducted by the Issuer and for which cash consideration of $50,000.00 was paid to the Issuer by the Acquiring Entity for the Acquired Units. Each Acquired Unit consisted of one common share (an "Acquired Common Share") and one common share purchase warrant (an "Acquired Common Share Warrant"), with each Acquired Common Share Warrant exercisable at a price of $0.06 per common share warrant, all as pursuant to the announced terms of the Financing by the Issuer.
As at the date hereof, Mr. Kalt now owns and controls, on a direct and indirect basis (in the aggregate) a total of 14,581,800 common shares of Red Lake Gold, representing approximately 39.69% of the Issuer's currently issued and outstanding common shares. In addition, Mr. Kalt holds a further 700,000 common share stock options (held directly) and a further 1,000,000 common share purchase warrants (held indirectly through Kalt Industries Ltd. and as otherwise acquired in conjunction with the Acquired Units), which if the common share stock options and common share purchase warrants so hereto before described were exercised concurrently and in full, would approximately represent, in the aggregate, an additional 4.42% of the total post-exercise shares then prospectively outstanding of the Issuer on a combined basis.
The Acquired Units were acquired on an indirect basis by Mr. Kalt for investment purposes through the Acquiring Entity.
Under the Business Corporation Act (British Columbia), which applies to the Issuer, Mr. Kalt, who is the Chairman and Chief Executive Officer of the Issuer, abstained from voting on specific resolutions related to the Financing and duly provided all applicable notices under the regulations.
Mr. Kalt and/or the Acquiring Entity may acquire additional securities of the Issuer either on the open market or through private acquisitions or sell securities of the Issuer either on the open market or through private dispositions in the future depending on market conditions, reformulation of plans and/or other relevant factors. Other than the foregoing, Mr. Kalt and/or the Acquiring Entity does/do not have plans or any future intentions which relate to or would result in any of the other foregoing matters.
"Ryan Kalt"
Ryan Kalt
The Form 62-103F1 - Required Disclosure under the Early Warning Requirements associated with this news release can be obtained from SEDAR+ at www.sedarplus.ca. In the alternate, to obtain a copy of the report, please contact Mr. Kalt at 1.403.454.2984.
The CSE has not reviewed, approved or disapproved the contents of this press release.
