This press release is issued pursuant to Multilateral Instrument 62-104 - Take-Over Bids and Issuer Bids and National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.

Calgary, Alberta, October 18, 2024 – TheNewswire – Mr. Ryan Kalt (the “Acquiror”) reports that he has acquired 1,000,000 common share units (the “Acquired Units”) of Dixie Gold Inc. (TSXV:DG)(“Dixie Gold” or the “Issuer”) on a direct basis through a private placement (the “Financing”) conducted by the Issuer (the “EWR Reporting Event”). The Acquired Units were acquired at close of the Financing (being October 17, 2024) and were acquired pursuant to the terms of the Financing announced by the Issuer (see Dixie Gold news release dated October 17, 2024), and likewise as set out in the Form 62-103F1 associated with this early warning notice.

 

The Acquired Units were acquired by Mr. Kalt on a direct basis for investment purposes, with cash consideration of $50,000 paid to the Issuer.

       

Under the Business Corporation Act (British Columbia), which applies to the Issuer, Mr. Kalt, who is an officer and director of the Issuer, abstained from voting on resolutions specific to the Financing and duly provided all applicable notices under the regulations.

 

For informational purposes only, the Acquiror is a duly approved “Control Person” of the Issuer (as that term is defined by securities regulations.

   

As at the date hereof and reflective of an increase of 1,000,000 common shares forming part of the EWR Reporting Event, Mr. Kalt now owns and controls, on a direct and indirect basis (and in the aggregate), a total of 11,683,875 common shares of Dixie Gold, representing approximately 36.81% of the Issuer’s currently issued and outstanding common shares.

 

Mr. Kalt and/or corporate entities owned by him 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 corporate entities owned by him 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+ atwww.sedarplus.ca. In the alternate, to obtain a copy of the report, please contact Mr. Kalt at 1.403.454.2984.

 

The TSX Venture Exchange has not reviewed, approved or disapproved the contents of this press release.