NV Gold Announces Secured Loan Terms

NV Gold Announces Secured Loan Terms

NV Gold Corporation (TSXV:NVX)(OTCQB:NVGLF)(FSE:8NV) ("NV Gold" or the "Company") announces that that it has entered into (i) a secured loan agreement with John Watson (the "Lender") pursuant to which the Lender provided a loan to the Company in the principal amount of US$50,000 (the "Secured Loan") and (ii) a share pledge agreement with the Lender, which secures an aggregate principal amount of US$400,000 in loans provided to the Company by the Lender to date, as described herein

The Company previously entered into loan agreements with the Lender on June 26, 2023, July 10, 2023, September 18, 2023 and January 22, 2024, pursuant to which the Lender provided the Company with loans in the aggregate principal amount of US$350,000 (the "Prior Loans" and together with the Secured Loan, the "Loans").

Each of the Loans bears interest at a rate of 12% per annum, compounded annually, and have a maturity date which is the earlier of one year from the effective date of the applicable loan agreement and the date the Lender demands repayment of the applicable Loan.

As security for the aggregate principal amount of the Loans and the Company's performance under each loan agreement, the Company and the Lender entered into a share pledge agreement. Pursuant to the share pledge agreement, the Company pledged to the Lender all of the issued and outstanding common shares of NV Gold Corporation (USA), Inc. (the "NV Gold USA"), a wholly-owned subsidiary of the Company, which holds the Company's mineral projects and lease agreements in the United States.

Multilateral Instrument 61-101
The issuance of the Loans and entering into of the share pledge agreement are each a "related party transaction" under Multilateral Instrument 61-101- Protection of Minority Security Holders in Special Transactions ("MI 61-101") as the Lender is an insider of the Company. The Company has relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(f) of MI 61-101 on the basis that the transactions did not exceed 25% of the fair market value of the Company's market capitalization and the Loans are on reasonable commercial terms that are not less advantageous to the Company than if the Loans were obtained from a person dealing at arm's length with the Company. The Company did not file a material change report more than 21 days before the entering into of the share pledge agreement as the terms of the share pledge agreement were not settled until shortly prior to execution and the Company and the parties wished to close the share pledge agreement on an expedited basis for sound business reasons.

Stock Option Grant
Effective April 19, 2024 the Company granted an aggregate of 420,000 stock options to certain directors, officers and employees of the Company at a price of $0.29 per share for a period of five years. The options are subject to regulatory approval and are granted under the Company's stock option plan.

About NV Gold Corporation
NV Gold owns 100% interest in 21 mineral exploration projects in Nevada, USA, comprising 639 mining claims totalling 53.4 square kilometers (20.6 square miles). The Company is based in Vancouver, British Columbia, and is focused on delivering value through mineral discoveries in Nevada. Leveraging its expansive property portfolio, its highly experienced in-house technical team, its extensive geological data library, and the recent increase in the price of gold, 2024 is expected to be highly productive for NV Gold.

On behalf of the Board of Directors,

John Watson, President, Chairman, CEO and Director
For further information, visit the Company's website at www.nvgoldcorp.com or contact:

Freeform Communications at 604.245.0054

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 news release.

SOURCE: NV Gold Corporation



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NV Gold Corporation Reports Strong Surface Samples, 5440 g/t Ag and 1.26% Cu, and 14.4 g/t Au at Root Spring Project in Nevada

NV Gold Corporation Reports Strong Surface Samples, 5440 g/t Ag and 1.26% Cu, and 14.4 g/t Au at Root Spring Project in Nevada

NV Gold Corporation (TSXV:NVX)(OTCQB:NVGLF)(FSE:8NV) ("NV Gold" or the "Company") is pleased to report promising gold, silver, and copper values from rock chip sampling at its 100%-owned Root Spring Gold Project in Pershing County, Nevada. Two new samples with up to 14.4 gt gold (0.463 ounces per ton (opt)) accompanied by high silver values reaching 5440 gt (175 opt) and 1.26% copper These samples eclipse the historical high-grade samples and the Company plans to reevaluate the Property for a potentially larger and higher-grade target

John Watson, Interim CEO commented, "These recent encouraging samples were collected in one of the limited bedrock exposures on the property. They clearly support the strength of a strong precious metals system and encourage additional exploration of the property. The Company is evaluating the possibility of a genetic link to our nearby Triple T project."

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NV Gold Corporation (TSXV:NVX)(OTCQB:NVGLF)(FSE:8NV) ("NV Gold" or the "Company") announces that, further to the Company's press release on February 13, 2024, it is proceeding with a consolidation of the issued and outstanding common shares of the Company (the "Shares") on the basis of (1) post-consolidated Share for every ten (10) pre-consolidated Shares (the "Consolidation"). No fractional shares will be issued as any fractional share will be rounded to the nearest whole number. The new CUSIP number will be 67090W307 and the new ISIN number will be CA67090W3075. The Company's name and stock symbol will remain unchanged following the Consolidation

The Consolidation will be effective at the opening of markets on February 28, 2024. As a result of the Consolidation, the 88,745,454 Shares which are currently issued and outstanding will be reduced to approximately 8,874,545 Shares, subject to rounding. The Consolidation is subject to final confirmation by the TSX Venture Exchange.

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NV Gold To Consolidate Common Shares

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NV Gold Corporation (TSXV:NVX)(OTCQB:NVGLF)(FSE:8NV) ("NV Gold" or the "Company") announces that it intends to consolidate of all of the issued and outstanding common shares of the Company (the "Shares") on the basis of one (1) post-consolidated Share for every ten (10) pre-consolidated Shares held (the "Consolidation"), subject to approval of the TSX Venture Exchange (the "Exchange

The effective date of the Consolidation will be announced in a separate news release once the Company receives approval from the Exchange. As a result of the Consolidation, it is expected that the 88,745,454 Shares which are currently issued and outstanding will be reduced to approximately 8,874,545 Shares, subject to rounding. No fractional Shares will be issued as a result of the Consolidation. Any fractional share interest of 0.5 or higher arising from the Consolidation will be rounded up to one whole Share, and any fractional share interest of less than 0.5 will be cancelled. The Company's name and stock symbols will remain unchanged following the Consolidation.

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NV Gold Corporation Reports Positive Rock Chip Samples Results up to 9.63 g/t Au from Triple T Gold Project

NV Gold Corporation Reports Positive Rock Chip Samples Results up to 9.63 g/t Au from Triple T Gold Project

NV Gold Corporation (TSXV:NVX)(OTCQB:NVGLF)(FSE:8NV) ("NV Gold" or the "Company") is pleased to report assay results from the recently completed Rock Chip Sampling Program carried out at its 100%-owned Triple T Gold Project located in the Humboldt Range, Nevada. The Project is situated 7 kilometers east of the Rochester silver-gold operation and 42 kilometers southeast of the Florida Canyon Gold Mine (see Figure 1

During August of 2023 the Company conducted a mapping and rock chip sampling program to extend the known near-surface, oxide gold mineralization of the northern portion of its Triple T property (refer to press release from August 21st, 2023). Twenty-seven rock chip samples were taken of which 24 returned gold values in the anomalous to high-grade range with 5 samples between 2.71 g/t Au and 9.63 g/t Au (see Figure 3 & 4). These samples will help to extend the potential target area by a kilometer to the north of the recently drilled area, and a "New Zone" with gold values over 2 g/t has been identified southwest of it. NV Gold is planning to follow up on these encouraging gold values of up to 9.63 g/t Au (0.34 opt Au) and will further evaluate the gold mineralization of the New Zone. Future goals are to re-evaluate the full gold mineralization potential of this district-scale shear-zone-corridor, which includes the re-evaluation of the historical targets in the south (see Figure 2). An IP (Induced Polarization) geophysical survey is also planned to reveal potentially larger erosion-protected targets to the east.

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NV Gold Corp Presents in Red Cloud's Virtual Webinar Series

NV Gold Corp Presents in Red Cloud's Virtual Webinar Series

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We invite our shareholders, and all interested parties to register for the webinar and participate in the live Q&A session at the end of the presentation moderated by Red Cloud.

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Kootenay Resources

Kootenay Resources Announces Final Approval to List on the TSX Venture Exchange

Kootenay Resources Inc. ("Kootenay" or the "Company") announces that further to its March 13, 2024 and April 26, 2024 press releases regarding receipt of conditional approval to list on the TSX Venture Exchange (the "Exchange"), the Company has received final approval to list the Company's common shares on the Exchange. Under the policies of the Exchange, the Company will be classified as a Tier 2 Mining Issuer.

The Company expects that its common shares will commence trading on the Exchange at the opening of the market on May 1, 2024 under the symbol "KTRI".

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Getchell Gold Corp. Announces Warrant Extension and Debt Settlement

Getchell Gold Corp. Announces Warrant Extension and Debt Settlement

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.

Getchell Gold Corp. logo (CNW Group/Getchell Gold Corp.)

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.

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The board of Prismo believes that this is the right time to add to the management team with the anticipated increasing activity at the Company's exploration projects this year, in particular an upcoming drilling campaign at its Hot Breccia copper prospect located in Arizona.

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