Getchell Gold Corp. Announces Amendment of Warrants

On May 2, 2024 Robert (Bob) Bass of Ontario, Canada acquired, through Bass Research Services Ltd., non-convertible debentures for principal amount of $300,000 (" Debentures ") and 3,000,000 debenture warrants (" Debenture Warrants ") of Getchell Gold Corp. (the " Company ") pursuant to a private placement, representing securities convertible into approximately 2.3% of the Company's issued and outstanding shares on an undiluted basis. Each Debenture Warrant entitles the holder to purchase a common share of the Company at $0.16 per share until May 2, 2027 . 50% of the Debenture Warrants vested on closing of the private placement, and the remaining 50% will vest and be exercisable on July 2, 2025 if the non-convertible debentures are not paid by such date.

  /THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES /  

Getchell Gold Corp. (CSE: GTCH) (OTCQB: GGLDF) (FWB: GGA1) ("Getchell" or the "Company") is pleased to announce that the Company has closed the third and final tranche of its previously announced debenture financing (the " Debenture Financing "). In this third tranche of the Debenture Financing, the Company closed on $1,441,900 aggregate principal amount of non-convertible debentures. As part of the Debenture Financing, the Company issued 14,419,000 warrants (each a " Debenture Warrant "). Each Debenture Warrant entitles the holder to purchase a common share of the Company at $0.10 per share until May 2, 2027 . 50% of the Debenture Warrants vested on closing and the remaining 50% will vest and be exercisable on July 2, 2025 . Combined with the first and second tranches of the Debenture Financing, the Company issued non-convertible debentures in the aggregate principal amount of $4,363,318 and an aggregate of 43,633,180 Debenture Warrants.

Getchell Gold Corp. (CSE: GTCH) (OTCQB: GGLDF) (FWB: GGA1) (" Getchell" or the " Company ") announces that it proposes to extend the expiry dates of an aggregate of 5,202,250 outstanding share purchase warrants, as described below.

The Company issued 3,011,250 warrants with an exercise price of $0.50 pursuant to a private placement of units that closed on May 14, 2021 (the " 2021 Warrants "). The original exercise price of the 2021 Warrants was $0.65 and the exercise price was previously repriced to $0.50 . The original expiry date of the 2021 Warrants was May 14, 2023 , and the expiry date of the 2021 Warrants was previously extended to May 14, 2024 . The Company proposes to extend the expiry date of the 2021 Warrants by an additional 12 months, such that 2021 Warrants will expire on May 14, 2025 . All other terms of the 2021 Warrants remain unchanged.

The Company issued an aggregate of 2,191,000 warrants with an exercise price of $0.60 pursuant to a private placement of units that closed on May 30, 2022 (the " 2022 Warrants "). The original expiry date of the 2022 Warrants was May 30, 2024 . The Company proposes to extend the expiry date of the 2022 Warrants by an additional 12 months, such that 2022 Warrants will expire on May 30, 2025 . All other terms of the 2022 Warrants remain unchanged.

Warrant holders are advised that replacement warrant certificates will not be issued and that the original warrant certificate must be presented to the Company in order to effect the exercise of the warrants.

The Company further announces that it intends to enter into debt settlement agreements with two directors of the Company to settle outstanding bona-fide indebtedness in the aggregate amount of $6,000 in exchange for 54,545 common shares of the Company at a price of $0.11 per share. The amount of indebtedness represents outstanding amounts owing for director services provided to the Company. The Company also proposes to issue common shares to the two directors as monthly payment for director services, issuable on a quarterly basis. All shares issued will be subject to a four-month hold period.

  About Getchell Gold Corp.  

The Company is a Nevada focused gold and copper exploration company trading on the CSE: GTCH, OTCQB: GGLDF, and FWB: GGA1.  Getchell Gold  is primarily directing its efforts on its most advanced stage, 100% owned, Fondaway Canyon gold project, a past gold producer with a large mineral resource estimate. Complementing Getchell's asset portfolio are the 100% owned; Dixie Comstock , a past gold producer with a historic resource and two earlier stage exploration projects, Star (Cu-Au-Ag), and Hot Springs Peak (Au) projects. Fondaway Canyon and Dixie Comstock properties are located in Churchill County, Nevada .

For further information please visit the Company's website at   www.getchellgold.com   or contact the Company at   info@getchellgold.com   .

  The Canadian Securities Exchange has not reviewed this press release and does not accept responsibility for the adequacy or accuracy of this news release.  

  Certain information contained herein constitutes "forward-looking information" under Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the extension of the 2021 and 2022 Warrants, entering into the debt settlement agreements, and future payment of director fees in common shares. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "will" or variations of such words and phrases or statements that certain actions, events or results "will" occur. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Although management of Getchell have attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended.  

  There can be no assurance that such statements 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 statements and forward-looking information. The Company will not update any forward-looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws.  

SOURCE Getchell Gold Corp.

  View original content to download multimedia: http://www.newswire.ca/en/releases/archive/May2024/01/c9568.html  

Getchell Gold Corp. (CSE: GTCH) (OTCQB: GGLDF) (FWB: GGA1) ("Getchell" or the "Company") is pleased to announce the final tranche of its debenture financing (the " Debenture Financing "). In this third tranche of the Debenture Financing, the Company has subscriptions for $1,441,900 principal amount of non-convertible debentures, for total aggregate funds of $4,363,318 across all tranches of the Debenture Financing. In connection with this closing, the Company will issue 14,419,000 warrants (each a " Debenture Warrant "). Each Debenture Warrant will entitle the holder to purchase a common share of the Company at $0.10 per share for three years. 50% of the Debenture Warrants will vest on closing and the remaining 50% will vest and be exercisable 14 months following closing if the Debenture has not been repaid prior to that vesting date.