Kilo Goldmines and Randgold Resources Sign Joint Venture

Kilo Goldmines and Randgold Resources Sign Joint Venture Agreement 
TORONTO, ONTARIO -- (Marketwire) -- 12/06/12 -- Kilo Goldmines Ltd.
("Kilo" or "KGL" or the "Company") (TSX VENTURE:KGL)(FRANKFURT:02K)
Kilo Goldmines Ltd ("Kilo or KGL") and Randgold Resources plc ("RRL")
are pleased to announce that they have signed a definitive agreement
for a Joint Venture ("JV") on Kilo's KWR Iron Sprl Exploration
licences in the Democratic Republic of Congo ("DRC"). 
Randgold will undertake to finance all exploration on Kilo's KWR
licences for which they will obtain incremental ownership based on
milestone events. Randgold has up to five years to establish a pre
feasibility study and a joint venture committee will manage the
exploration programmes which will rely on knowledge and expertise
from both companies.  
The terms of the agreement are: 


 
--  RRL to earn 51% for the completion of a pre feasibility study ("PFS") 
--  KGL right to maintain 49% post PFS 
--  RRL to earn 65% for the completion of a bankable feasibility study
    ("BFS") should KGL not contribute post PFS 
--  KGL equity to convert to 1.5% royalty if diluted to 10% or less 
--  KGL keeps the exploration rights to all minerals not associated with
    gold 
--  PFS to be established within 5 years 
--  BFS to be established within 1 year after PFS, or such longer time to be
    agreed by the parties 

 
Alex Van Hoeken, President & CEO of Kilo Goldmines commented: "Kilo
Goldmines is very pleased to have entered into a partnership with a
FTSE 100 company having the reputation of aggressively finding and
developing profitable gold resources. Kilo Goldmines will benefit
from Randgold's expertise and shared costs to help advance its other
main Somituri project as well." 
Mark Bristow, CEO of Randgold Resources commented: "The Kilo
Goldmines portfolio is highly prospective and constitutes an
excellent target for continued growth for Randgold. The geology is
akin to the large world class deposits in Tanzania and recently at
Kibali, and we are committed to search for similar discoveries.
Signing this agreement is a first step in establishing a long term
collaboration with Kilo Goldmines. With Kilo Goldmines' established
exploration infrastructure in the area, our teams can get a running
start on their exploration programmes." 
Twelve Permis d'Exploration ("PR"), Exploration Licences attributed
to the RRL/KGL JV namely PR 2227, PR 2226, PR 2229, PR 2230, PR 2231,
PR2285, PR2286, PR 2287, PR2288, PR 2289, PR 2290, and PR 2291,
totaling 2 056.76 km2, are illustrated on Figures 1 and 2 on Kilo's
website. These licences are currently in a joint venture with Rio
Tinto for iron only, whilst KGL and its partner Suez retain all
non-iron mineral rights. The Northern portion of the Archaean Ngayu
Greenstone Belt and the entire Isiro Greenstone Belt, both set in a
granitic basement, are covered by the twelve PRs. The licenses have
numerous gold occurrences which were explored during the
colonial-era, and are current active artisanal sites.  
Examination of available data to date has enabled preliminary
interpretation of major structural features permissive for gold
mineralization, such as local and regional folding, thrusting,
faulting and displacements, and structural directional changes. Many
of such features led to the major Randgold discoveries which have
become operating mines in its portfolio.  
In addition, Kilo is also pleased to announce that it has reached an
agreement to buy out its 25% minority partner, Suez Holdings Ltd,
which has a free carried interest through production for non-iron
commodities in the KWR licences under the current Kilo - Suez JV
agreement. The transaction involves an aggregate of 635 000 USD in
cash and 356 000 shares over a 6 year period with initial no cash
down, and is subject to review by the TSXV. The buyout is
simultaneously for Suez' gold interest in the KWR licences, as well
as Suez interest in a Kilo DRC subsidiary, KGL ERW Sprl, which holds
permit PR 2274 illustrated on Figures 1 and 3 on Kilo's website, and
allows KGL, once the consideration has been paid, to retain Randgold
as its sole partner.  
Kilo also reports that Rio Tinto is withdrawing from its joint
venture for iron ore on the KWR Licences. Kilo and Rio Tinto are
inventorising all data and joint venture assets to be handed over to
Kilo, and discussions about the withdrawal process are in progress.  
About Kilo  
Kilo Goldmines Ltd. is a Canadian gold exploration company that is
listed on the TSX Venture Exchange under the symbol 'KGL' and on the
Frankfurt Exchange under the symbol '02K'. The Company holds about
3,000 square kilometres of favourable Archaean Kibalian greenstone in
the Kilo-Moto area in the Democratic Republic of the Congo. Kilo's
principal focus is to advance its projects from exploration through
feasibility to project development and ultimately to full production
in a socially and environmentally responsible manner. The Company
owns a 71.25% interest in the DRC entity that holds the Somituri
Project Exploitation Permits. 
About Suez  
Suez is a private Jersey registered company, and the original holder
of the PRs, which were vended into a new entity, ERW, on the basis of
share capital ownership, namely Kilo 75% and vendors (Suez) 25%. ERW
PRs optioned by Rio Tinto were transferred to KWR whereas PRs not
subject to the Rio Tinto option remained in ERW.  
About Randgold  
Randgold Resources is a gold mining and exploration company operating
in the prospective gold belts of west and central Africa. The
company's strategy is to create real value for all its stakeholders
through the discovery of multi-million ounce gold deposits and their
development into profitable mines.  
Major discoveries to date include the 7.5 million ounce Morila
deposit in southern Mali, the 7 million ounce Yalea deposit and the
5.5 million ounce Gounkoto deposit, both in western Mali, the 4
million ounce Tongon deposit in the Cote d'Ivoire and the 3 million
ounce Massawa deposit in eastern Senegal.  
Today Randgold operates four gold mines: Morila, Loulo, and Gounkoto
in Mali and Tongon in Cote d'Ivoire. A fifth mine, Kibali in the
Democratic Republic of Congo, is currently being developled and first
gold is scheduled for the end of 2013. The Massawa project in Senegal
is at feasibility stage and exploration programmes are underway in
Burkina Faso, Cote d'Ivoire, DRC, Mali, and Senegal.  
This news release may contain forward looking statements concerning
future operations of Kilo Goldmines Ltd. All forward looking
statements concerning the Company's future plans and operations,
including management's assessment of the Company's project
expectations or beliefs may be subject to certain assumptions, risks
and uncertainties beyond the Company's control. Investors are
cautioned that any such statements are not guarantees of future
performance and that actual performance and exploration and financial
results may differ materially from any estimates or projections. 
Figure 1. Map illustrating the Kilo Exploration Licences optioned to
Randgold, the Kilo ERW Exploration Licence, other Kilo Licences,
Adumbi gold deposit and geology:
http://media3.marketwire.com/docs/KILOFigure1.pdf 
Figure 2. Map illustrating the Kilo Licences optioned by Randgold,
geology and gold occurrences:
http://media3.marketwire.com/docs/KILOFigure2.pdf 
Figure 3. Map illustrating Kilo's ERW Exploration Licence and
geology: http://media3.marketwire.com/docs/KILOFigure3.pdf 
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. 
Contacts:
Kilo Goldmines Ltd.
Alex Van Hoeken
President and CEO
+1 (416) 360 3415
info@kilogoldmines.com
www.kilogoldmines.com
 
 
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