Kodiak Exploration Limited

Kodiak Exploration Limited

December 01, 2009 10:34 ET

Kodiak Announces $8,000,000 Bought Deal Flow-Through Share Financing

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Dec. 1, 2009) -


Kodiak Exploration Limited (the "Company") (TSX VENTURE:KXL)(FRANKFURT:KX3) is pleased to announce that it has entered into an agreement with Casimir Capital L.P. and National Bank Financial Inc. (collectively, the "Agents") for a bought deal private placement of flow-through shares in the amount of $8,000,000.

The Agents have agreed, subject to certain conditions, to guarantee the private placement of 12,307,693 flow-through common shares of the Company for $0.65 per share. As consideration for their services, the Agents will be paid a cash commission equal to 6% of the gross proceeds from the financing and be issued broker's warrants equal to 6% of the total shares issued by the company with respect to this financing.

In addition, the Agents will be granted an over-allotment option entitling it on Closing to privately place up to an additional 3,076,924 shares of the Company for $0.65 per flow-through common share to increase the Company's funding by up to an additional $2,000,000. If the over-allotment option is exercised, the gross proceeds from the underwriting will be $10,000,000.

The broker's warrants will be exercisable at the price of $0.80 per share for a period of 12 months from the date of closing subject to the proviso that if the volume weighted average trading price of the Company's shares is at least $1.25 for five consecutive trading days, the Company will have the right to accelerate the expiry date of the Agents' Warrants by written notice such that they will expire 30 days thereafter.

Brian J. Maher, President and Chief Operating Officer of Kodiak, comments: "With the recent success at our Hercules project, including initiating our initial resource estimate and scoping for possible underground exploration of the Golden Mile, coupled with encouraging drill results at West Geraldton, Milestone and Brenbar, we are looking forward to an aggressive exploration program in 2010. The flow-through financing allows us to allocate our hard dollar treasury, in excess of $17,000,000 to other projects, infrastructure and acquisition opportunities."

No "control persons" (as defined in Policy 4.1 of the TSX Venture Exchange) or new insiders will be created as a result of the private placement. All shares issued by the Company will be subject to a hold period of four months from the Closing date. The private placement is subject to acceptance of a filing to be made in respect of same by the TSX Venture Exchange.

The proceeds from the private placement will be used to fund the Company's ongoing exploration and development of its Hercules gold project, including initiating an initial resource estimate and scoping for possible underground exploration of the Golden Mile, and to explore its other extensive land holdings in the Beardmore-Geraldton gold camp in southwestern Ontario.

Kodiak is a mineral exploration company with properties located in Canada. Maps, photographs, geological details and additional information may be reviewed on its Web site at www.kodiakexp.com.

On behalf of the Board of Directors
Brian J. Maher,
President and Chief Operating Officer

This news release is not for distribution to U.S. news wire services or dissemination in the United States.

This release may contain forward-looking statements or statements that relate to programs that involve a number of risks and uncertainties. Actual events or results could differ materially from the Company's expectations and projections.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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