On January 11, 2023, Kalo Gold Corp. closed the transaction. The company issued 27,500,000 Shares at CAD 0.05 per Share for gross proceeds of CAD 1,375,000, additional common shares 5,384,611 at an issue price of CAD 0.065 for the gross proceeds of CAD 350,000; aggregate proceeds of CAD 1,725,000 in the second and final tranche.

In connection with the First Offering, Crescat Capital LLC, associate investors and a foundation owned and controlled by Mr. Michael Gentile, CFA, made strategic investments totaling CAD 1,825,000. Crescat, a strategic institutional investor and largest shareholder of Kalo, accounted for 16,000,000 shares for the sum of CAD 800,000. Crescat now owns 13.5% and 11.8% of the Company on a basic and fully diluted basis, respectively.

Mr. Michael Gentile CFA, an existing strategic investor of the Company, through a private charitable foundation which he owns and controls, acquired an additional 4,500,000 Shares for the foundation and now holds 5.9% and 5.2% of the issued and outstanding common shares of the Company on a basic and fully diluted basis, respectively. In connection with the first tranche, the Company paid finders? fees of CAD 82,600 and issued 1,652,000 finder warrants to an affiliate of Agentis.

Each Finder Warrant is exercisable for one Share at CAD 0.05 per Finder Warrant for a period of 24 months following the date of issuance. The Shares issued for the Second Tranche are subject to a statutory hold period expiring on May 12, 2023. The Shares issued for the Second tranche are subject to a statutory hold period expiring on May 12, 2023.

The TSX Venture Exchange has accepted for filing documentation with respect to a non-brokered private placement. The transaction included participation from 40 placees, including pro group involvement of one placee for 200,000 and existing insider involvement of five placee for 3,576,921.