SOURCE: Joshua Gold

January 13, 2015 08:00 ET

Joshua Gold Announces Acquisition of Exclusive Canadian Rights

OAKVILLE, ON--(Marketwired - Jan 13, 2015) -  Joshua Gold Resources Inc. ("Joshua" or the "Company") (OTC PINK: JSHG) announces that, with a view to changing the orientation of its business operations, it has entered in to a Distribution Agreement (the "Agreement") with Clean Oil Innovations Inc. ("COI") to acquire the Canadian rights to COI's KBT-1 technology. KBT-1 is an innovative and proprietary diluent that provides an efficient and cost effective means of extracting more oil from a well or reserve (be it oil sands, shale etc.) than current techniques. The Agreement has a term of 25 years.

COI's proprietary KBT-1 facilitates a reduction in the need for steaming, or super heating the ground or reserve area of oil wells, thus reducing the amount of natural gas burned in the extraction process, and also reducing the resultant carbon footprint. COI also believes that KBT-1 could help to mitigate problems of water table contamination.

"KBT-1 shows promise for revolutionizing not only the production and transporting of heavy oils and oil sands. COI is also optimistic that this technology will go a long way towards minimizing the negative impact to our air and water supplies created by current extraction and transporting methods in the petroleum industry. As importantly, given the current level of oil prices, COI believes that KBT-1 allows for the production of more oil, for less money, than any other known product or process, while at the same time practicing great environmental stewardship," commented COI's president, Todd Thompson.

Joshua's acting president, Ben Fuschino, commented, "I am quite excited at the twin opportunities we have here to both significantly reduce production costs for oil producers, and to greatly improve their environmental footprint."

The Agreement provides for Joshua acquiring the Exclusive Canadian Rights to KBT-1 from COI in exchange for 11,000,000 Common Shares of Joshua. Further terms and conditions of the Agreement include:

1) Royalty: In addition to the share issuance, COI will receive a royalty of $13.50 per Barrel of KBT-1 sold in Canada.
2) Management of Joshua: Within thirty (30) days following the execution of the Agreement by all parties, (a) Todd Thomson shall be appointed as a member of the Board of Directors of Joshua and as President of Joshua and (b) Joshua and Mr. Thomson shall enter in to mutually agreeable employment or consulting agreement for Mr. Thomson to serve as the President of Joshua for an initial term of not less than five (5) years, with Joshua having the right to terminate Mr. Thomson's service in that capacity for cause, and the initial five year term of service being renewable at the option of Mr. Thomson.
3) Second Phase: Following successful completion of the anticipated beta-test, the Parties agree it is their intention for Joshua to then complete a merger or other business combination with COI.

Having executed the Agreement, the Company will expeditiously move to implement the terms of the Agreement, including the required issuance of 11,000,000 common shares and the appointment of Mr. Thompson to Joshua's Board of Directors and as its President. As well, the Company will work with their service providers to prepare all necessary regulatory filings reporting the change in the Company's business direction and a proposed name change.

Further updates are expected shortly.

On Behalf of the Board of Directors,

Ben Fuschino
Acting President

Cautionary Note Regarding Forward-Looking Statements

Safe Harbor:

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (The "Act"). In particular, when used in the preceding discussion, the words "pleased," "plan," "confident that," "believe," "expect," or "intend to," and similar conditional expressions are intended to identify forward-looking statements within the meaning of the Act and are subject to the safe harbor created by the Act. Such statements are subject to certain risks and uncertainties and actual results could differ materially from those expressed in any of the forward-looking statements. Such risks and uncertainties include, but are not limited to, market conditions, competitive factors, the ability to successfully complete additional financings and other risks described in the Company's SEC reports and filings.

Contact Information