Related Document

Vista enters into a Lock-up Agreement for its remaining Midas Gold Shares

VANCOUVER, BRITISH COLUMBIA - Midas Gold Corp. (TSX:MAX / OTCQX:MDRPF) reports that it has been notified by Vista Gold Corp. (“Vista”) that Vista has entered into an agreement to sell 16.0 million shares of Midas Gold Corp. (“Midas Gold”) held by Vista and/or its subsidiaries to certain arm’s-length parties at a fixed price of C$0.80 per share. Once completed, this transaction will reduce Vista’s shareholdings in Midas Gold from 31,802,615 shares (representing 24.94% of Midas Gold’s currently issued shares) to 15,802,615 shares (representing 12.39% of Midas Gold’s issued shares). Midas Gold understands that the entire 16.0 million shares have subsequently been placed. As a condition of the sale of 16.0 million shares, Vista Gold has agreed not to sell any of its remaining shares in Midas Gold for a period of 12 months from the closing of the share sale transaction.

“We are pleased to see 16 million shares previously owned by Vista Gold placed more broadly,” said Stephen Quin, President & CEO of Midas Gold. “The share sale by Vista Gold, combined with a 12-month lock-up of their remaining shares, provides improved certainty in respect of this significant block of shares.”

As Vista is a greater than 20% shareholder of Midas Gold, closing of the transaction is subject to an advance notice requirement and, as a result, closing is expected to occur on or about February 14, 2014. While the advance notice period extends the closing, the terms of sale for the shares have been predetermined with the purchasers of the shares. Midas Gold currently has 127,534,136 shares issued and outstanding; the completion of this transaction will not affect the number of shares issued and outstanding.

For further information about Midas Gold Corp., please contact:
Liz Caridi - Manager, Investor Relations
(t): 778.724.4704

About Midas Gold and the Golden Meadows Project

Midas Gold Corp., through its wholly owned subsidiaries Midas Gold, Inc. and Idaho Gold Resources, LLC, is focused on the exploration and, if warranted, development of gold-antimony-silver deposits in the Stibnite-Yellow Pine district of central Idaho that are encompassed by its Golden Meadows Project.

Forward-Looking Statements

Statements contained in this news release that are not historical facts are “forward-looking information” or “forward-looking statements” (collectively, “Forward-Looking Information”) within the meaning of applicable Canadian securities legislation and the United States Private Securities Litigation Reform Act of 1995. Forward Looking Information includes, but is not limited to, disclosure regarding possible events, conditions or financial performance that is based on assumptions about future economic conditions and courses of action; In certain cases, Forward-Looking Information can be identified by the use of words and phrases such as “anticipates”, “expects”, “understanding”, “has agreed to” or variations of such words and phrases or statements that certain actions, events or results “would”, “occur” or “be achieved”. Although Midas Gold has attempted to identify important factors that could affect Midas Gold and may cause actual actions, events or results to differ materially from those described in Forward-Looking Information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. In making the forward-looking statements in this news release, Midas has applied several material assumptions, including the assumptions that (1) the conditions precedent to completion of the transaction will be fulfilled and the sale of Midas Gold shares by Vista will be completed by the anticipated closing date of February 14, 2014; and (2) if required, the receipt by Vista of all necessary approvals and consents in respect of the transaction in a timely manner. There can be no assurance that Forward-Looking Information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on Forward-Looking Information. Except as required by law, Midas Gold does not assume any obligation to release publicly any revisions to Forward-Looking Information contained in this news release to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

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