K2 Gold Announces Upsize of Non-Brokered Private Placement to up to CDN$25 Million

Executive Summary

• K2 Gold Corporation increased the size of its previously announced non‑brokered private placement to up to 35,714,286 common shares at CDN$0.70 per share, targeting gross proceeds of approximately CDN$25 million.
• The net proceeds are earmarked for exploration activities at the Mojave and Si2 projects and for general corporate purposes.
• The offering is being made under the NI 45‑106 listed issuer financing exemption; closing is expected “as soon as practicable,” subject to customary conditions and regulatory approvals.

Key Details

• Offering Size: Up to 35,714,286 common shares.
• Price per Share: CDN$0.70.
• Total Gross Proceeds Target: Approximately CDN$25 million.
• Exemption Used: Listed issuer financing exemption under Part 5A of NI 45‑106 (with Coordinated Blanket Order 45‑935).
• Hold Period: No statutory hold period in Canada, except the TSX Venture Exchange four‑month hold may apply; securities issued outside the exemption will be subject to a four‑month hold.
• Use of Proceeds: Primarily for exploration at the Mojave Project (California) and Si2 Project (Nevada), plus general corporate purposes.
• Closing Conditions: Subject to receipt of all required regulatory approvals, including TSX Venture Exchange approval, and other customary closing conditions.
• Finder’s Fees: Company may pay eligible arm‑length finders in accordance with applicable securities laws and TSXV policies.
• Regulatory Disclaimers: Securities not registered under the U.S. Securities Act; offering not an offer or solicitation in the United States.

Notable Quotes

“The strong investor demand underscores confidence in our high‑quality exploration portfolio, and the additional capital will accelerate drilling at Mojave and Si2.” – Anthony Margarit, President and CEO, K2 Gold Corporation.