Labrador Gold announces sale of Kingsway Project to New Found Gold

Labrador Gold (NKOSF) announced that it has entered into a property purchase agreement with New Found Gold Corp. (NFGC), whereby NFG will acquire a 100% interest in the Kingsway Project, including all property and mining rights associated with the property, in exchange for $20,000,000 CAD payable and satisfied by the delivery to LabGold of such number of NFG Common Shares determined by dividing the Purchase Price by the closing price of the NFG Common Shares on the TSX Venture Exchange on the last trading day prior to the closing of the Transaction. The Consideration Shares will be subject to a resale restriction of four months and one day from the closing of the Transaction. LabGold’s board of directors has unanimously recommended that LabGold’s shareholders vote in favour of the Transaction. The directors and officers of LabGold have entered into voting and support agreements with NFG, pursuant to which they have agreed, among other things, to vote their shares in favour of the Transaction. The Transaction is expected to close in the third quarter of 2023 and is subject to customary conditions, including receipt of necessary regulatory and stock exchange approvals and approval from a 66 2/3% majority of the votes cast by LabGold Shareholders at the next annual general and special meeting of LabGold to be scheduled for early July, 2024. The Definitive Agreement includes customary deal-protection provisions. LabGold has agreed not to solicit or initiate any discussion regarding any other business combination or acquisition. In the event that LabGold validly terminates the Definitive Agreement to accept a Superior Proposal, LabGold will be required to pay NFG a termination fee of $500,000.