Viper Announces Closing of Private Placement, Resumption of Trading and Share Consolidation

TORONTO, ONTARIO--(Marketwired - Mar 4, 2015) - Viper Gold Ltd. ("Viper" or the "Company") (TSX VENTURE:VPR.H) is pleased to announce that it has closed a non-brokered private placement of 1,500,000 common shares in the capital of the Company ("Common Shares") at a price of $0.05 per Common Share for aggregate gross proceeds of $75,000 (the "Private Placement"), and that it will resume trading on the NEX board of the TSX Venture Exchange as of March 6, 2015. Following closing of the Private Placement, Viper now has 3,327,200 Common Shares issued and outstanding on a post-consolidation basis. The Private Placement resulted in the creation of a new control person, Mr. David Stadnyk, who holds 700,000 Common Shares, or approximately 21% of the issued and outstanding Common Shares.

The gross proceeds raised from the Private Placement will be used identify and evaluate potential business or asset acquisitions, and for general working capital purposes. The Common Shares issued at closing are subject to a hold period expiring July 5, 2015. The Company paid commissions to a registered dealer pursuant to the Private Placement in the amount of $2,800 and issued to such dealer 56,000 Common Share purchase warrants ("Warrants"). Each Warrant is exercisable for one Common Share at a price of $0.10 per share prior to March 4, 2016.

On February 17, 2014, the TSX Venture Exchange issued a bulletin confirming that Viper had completed a ten (10) for one (1) share consolidation such that a holder of ten (10) then issued and outstanding Common Shares received one (1) new Common Share (the "Consolidation"). The 18,272,000 Common Shares then issued and outstanding were exchanged for approximately 1,827,200 new Common Shares.

Trading in the shares of Viper was halted at the request of the Company on January 12, 2015 pending the review of a potential business opportunity which is no longer under consideration. The resumption of trading, the Private Placement and the Consolidation are all subject to the final approval of the NEX board of the TSX Venture Exchange.

Further Information

For further information relating to the Company or this release please visit www.sedar.com.

Neither the 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.

FORWARD LOOKING INFORMATION

This news release contains forward‐looking statements and forward‐looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forward‐looking statements or information. More particularly and without limitation, this news release contains forward‐looking statements and information relating: to the use of proceeds from the Private Placement and the receipt of the necessary regulatory approvals. The forward‐looking statements and information are based on certain key expectations and assumptions made by management of the target company including, without limitation, the Company's ability to identify and transact with willing business partners. Although management of the Company believes that the expectations and assumptions on which such forward looking statements and information are based are reasonable, undue reliance should not be placed on the forward‐looking statements and information since no assurance can be given that they will prove to be correct.

Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of management of the Company relating to the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. Since forward‐looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the Company's ability to identify and complete an accretive transaction; the uncertainty of the capital markets; competition; incorrect assessment of the value of potential partners; ability to access sufficient capital from internal and external sources; failure to obtain required regulatory and other approvals and changes in legislation, including but not limited to tax laws and related regulations. Accordingly, readers should not place undue reliance on the forward‐looking statements, timelines and information contained in this news release. Readers are cautioned that the foregoing list of factors is not exhaustive.

The forward‐looking statements and information contained in this news release are made as of the date hereof and no undertaking is given to update publicly or revise any forward‐looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws or the Canadian Securities Exchange. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement.