Kalo Gold arranges share 1:4 rollback, financings

Mr. Terry Tucker reports KALO GOLD ANNOUNCES C$15.5 MILLION NON-BROKERED PRIVATE PLACEMENT TO ACCELERATE VATU AURUM PROJECT EXPLORATION IN FIJI Kalo Gold Corp, has arranged a non-brokered private placement under the listed issuer financing exemption (as defined herein) of up to 9,687,500 postconsolidation units at 32 cents per unit for gross proceeds of up to $3.1-million. Concurrently, the company intends to issue up to 38.75 million units at the offering price for gross proceeds of up to $12.4-million for total aggregate proceeds of $15.5-million. All securities to be issued pursuant to the offerings shall be issued on a 1:4 postconsolidated basis. Each unit will consist of one postconsolidation common share in the capital of the company and one-half of one postconsolidation common share purchase warrant. Each warrant is exercisable for one postconsolidation share at the exercise price of 50 cents for a period of 36 months from the date of issue. In addition, the expiry date of the warrants is subject to acceleration if the volume-weighted average trading price of the shares on the TSX Venture Exchange (or such other stock exchange where the shares are then listed or quoted) is greater than 75 cents or a period of 20 consecutive trading days, in which case the expiry date of the warrants may be accelerated to a date that is 30 days following the date the company provides notice to the warrantholders, by way of a news release, that the expiry date has been accelerated. Prior to closing the offerings and subject to TSX-V approval, the company shall complete a share consolidation of its outstanding shares on the basis of one postconsolidation share for every four preconsolidation shares. The LIFE offering is being conducted under the listed issuer financing exemption as per Part 5A of National Instrument 45-106, Prospectus Exemptions, as amended by Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemptio. As a result, the securities acquired under the LIFE offering by investors resident in Canada will not be subject to a hold period pursuant to applicable Canadian securities laws, provided, however, that any warrants issued pursuant to the LIFE offering are not exercisable within 60 days. All securities acquired pursuant to the concurrent offering will be subject to a hold period of four months pursuant to applicable Canadian securities laws. The company may pay a finder's fee to eligible arm's-length finders in connection with the offerings within the maximum amount permitted by the policies of the TSX-V. An offering document related to the LIFE offering is available on the company's SEDAR+ profile and on the company's website. Potential investors are advised to thoroughly review this document prior to making any investment decisions. The company intends to use the net proceeds of the offerings for drilling and exploration on the Vatu Aurum project and working capital, marketing and general corporate purposes. Closing of the LIFE offering is expected to occur as soon as practicable and may occur in one or more tranches. About Kalo Gold Corp. Kalo Gold, a gold exploration company, is focused on epithermal gold deposits on the company's Vatu Aurum project, located on Vanua Levu (North Island). Kalo holds 100 per cent of two special prospecting licences covering 367 square kilometres, encompassing a regional back-arc basin with volcanic calderas. Historical and continuing exploration has identified numerous priority epithermal gold targets. We seek Safe Harbor.