Prismo Metals Announces Closing of Private Placement and Debt Settlement Transactions

Prismo Metals Announces Closing of Private Placement and Debt Settlement Transactions

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Prismo Metals Inc. ("Prismo" or the "Company") (CSE:PRIZ)(OTCQB:PMOMF) is pleased to announce that further to its news release dated June 11, 2024, the Company has closed its previously announced non-brokered private placement (the "Private Placement") for gross proceeds of $1,147,500 through the issuance of 6,750,000 units of the Company ("Units

Each Unit consists of one common share in the capital of the Company (a "Share") and one-half of one common share purchase warrant of the Company (each whole warrant, a "Warrant"). Each Warrant entitles the holder to purchase one common share in the capital of the Company for a period of twenty-four (24) months from the date of issue at an exercise price of $0.25.

"We welcome several new investors as shareholders of Prismo Metals," said CEO Alain Lambert. "We look forward to getting the next phase of drilling on the way at our silver project Palos Verdes and finalizing the permitting for the upcoming drill campaign at our Hot Breccia copper project in Arizona."

"Completion of the financing brings us one step closer to drilling at Hot Breccia. This project is a rare opportunity to test a highly prospective target in one of the best locations possible. This is the right project at the right time, and I am personally very excited to get the drill turning to test the target our team has identified" stated Steve Robertson, President of Prismo Metals.

The Company intends to use the proceeds from the Private Placement to fund drilling at its Palos Verdes project, and for general working capital purposes. There may be circumstances, however, when, for sound business reasons, a reallocation of funds may be necessary.

In connection with the Private Placement, the Company issued an aggregate of 198,449 finder's warrants (the "Finder's Warrants") and paid finder's commissions in the aggregate of $32,441.49 to certain qualified finders. Each Finder's Warrant is exercisable for a period of 24 months from the date of issuance into one Share of the Company at a price of $0.25.

All securities issued in connection with the Private Placement are subject to a four-month hold period from the closing date under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.

Debt Settlement Transaction

The Company also announces that it has closed its previously announced debt settlement transactions with certain creditors of the Company (the "Creditors"), pursuant to which the Company has issued to the Creditors an aggregate of 628,206 Units and 873,000 Shares, each at an issue price of $0.17, in full and final settlement of accrued and outstanding indebtedness in the aggregate amount of approximately $255,205 (the "Debt Settlement"). All securities issued pursuant to the Debt Settlement will be subject to a statutory hold period of four months from the date of issuance.

Multilateral Instrument 61-101

The Company has issued an aggregate of 136,677 Units pursuant to the Private Placement, and 250,000 Shares pursuant to the Debt Settlement, to certain "related parties" of the Company (the "Interested Parties"), in each case constituting, to that extent, a "related party transaction" as defined under Multilateral Instrument 61-101 - Protection of Minority Securityholders in Special Transactions ("MI 61-101"). The Company is exempt from the requirements to obtain a formal valuation and minority shareholder approval in connection with the participation of the Interested Parties in the Private Placement and the Debt Settlement in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the Private Placement and the Debt Settlement nor the securities issued in connection therewith, in so far as the Private Placement and the Debt Settlement involves the Interested Parties, exceeds 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days before the expected closing of the Private Placement and the Debt Settlement as the details of the Private Placement and the Debt Settlement and the participation therein by the Interested Parties therein were not settled until recently and the Company wishes to close on an expedited basis for sound business reasons.

Stock Option Grant

The Company further announces that it has granted 225,000 stock options, 125,000 of which have been granted to an officer of the Company, pursuant to the Company's long-term incentive plan. Each stock option is exercisable to purchase one common share of the Company at an exercise price of $0.21 for a period of 5 years, subject to certain vesting provisions.

The foregoing securities being offered have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States, or to, or for the account or benefit of, U.S. persons or persons in the United States, absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

About Prismo Metals Inc.

Prismo (CSE: PRIZ) is mining exploration company focused on two precious metal projects in Mexico (Palos Verdes and Los Pavitos) and a copper project in Arizona (Hot Breccia).

Please follow @PrismoMetals on Twitter, Facebook, LinkedIn, Instagram, and YouTube

Prismo Metals Inc.

1100 - 1111 Melville St., Vancouver, British Columbia V6E 3V6

Contact:

Alain Lambert, Chief Executive Officer alambert@cpvcgroup.ca
Steve Robertson, President steve.robertson@prismometals.com
Jason Frame, Manager of Communications jason.frame@prismometals.com

Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Information

This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would" or "occur". This information and these statements, referred to herein as "forward‐looking statements", are not historical facts, are made as of the date of this news release and include without limitation, statements regarding discussions of future plans, estimates and forecasts and statements as to management's expectations and intentions with respect to, among other things, the intended use of any proceeds raised under the Private Placement.

These forward‐looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, the inability of the Company to utilize the anticipated proceeds of the Private Placement as anticipated.

In making the forward looking statements in this news release, the Company has applied several material assumptions, including without limitation, that the Company will use the proceeds of the Private Placement as currently anticipated.

Although management of the Company has 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. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbor.

SOURCE: Prismo Metals Inc.



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Artificial Intelligence Study Confirms Prismo Metals' Exploration Plan at Hot Breccia

Artificial Intelligence Study Confirms Prismo Metals' Exploration Plan at Hot Breccia

Prismo Metals Inc. (the "Company") (CSE:PRIZ)(OTCQB:PMOMF) is pleased to announce that it has received the results of the artificial intelligence ("AI") study at the Hot Breccia project in Southern Arizona undertaken by Exploration Technologies Inc. ("ExploreTech") of California, USA

The AI study results provide support for the Company's exploration plan at the project, identifying the most likely location for a large body of sulfide mineralization as the same general area as the historic drilling and the dike swarm with xenoliths of Cu-bearing skarn as well as the conductive anomaly from the 2023 ZTEM survey. The postulated sulfide mineralization measures 1,100 meters by 1,150 meters (Figure. 1).

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Drilling Has Started at Prismo Metals' Palos Verdes Project

Drilling Has Started at Prismo Metals' Palos Verdes Project

Prismo Metals Inc. (CSE:PRIZ)(OTCQB:PMOMF)(FSE:7KU) ("Prismo" or the "Company") is pleased to announce that drilling at its Palos Verdes project in Mexico has started. Hole PV-24-34 of this collaborative drilling program with Vizsla Silver Corp's (TSXV:VZLA) ("Vizsla") was collared on Vizsla's property. The planned length of the first hole is 250 meters out of a total expected 1,250 meters in the first phase of the program now underway

Dr. Craig Gibson, Co-Founder and Chief Exploration Officer of the Company explained: "The goal of the first phase of drilling is designed to explore the vein system to the west of the fault below the zone of bonanza grade intercepts from the previous campaigns. We expect the first hole to cut both the Palos Verdes vein as well as the higher gold-silver vein about 50 meters downdip from the previous intersections. Assays reported from last year's drilling include hole PV-23-25 with 102 g/t gold, 3,100 g/t silver and 0.26% zinc over 0.5 meters, or 11,520 g/t silver equivalent - the highest-grade intercept recorded at the project to date (see News Release of July 27, 2023)."

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Prismo Metals Announces Security Based Compensation Grants

Prismo Metals Announces Security Based Compensation Grants

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Prismo Metals Inc. ("Prismo" or the "Company") (CSE:PRIZ)(OTCQB:PMOMF) announces that, pursuant to the Company's long-term incentive plan, it has granted a total of 1,275,000 stock options (the "Options") to certain directors and officers of the Company and 200,000 Options to certain consultants of the Company. The Options are each exercisable to purchase one common share of the Company (a "Common Share") at an exercise price of $0.205 for a period of five years. The Options will vest over one year, with one-third of the Options vesting every three months

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Prismo Metals Acquires Data and Updates Model for Hot Breccia Copper Project in Arizona

Prismo Metals Acquires Data and Updates Model for Hot Breccia Copper Project in Arizona

Prismo Metals Inc. (the "Company") (CSE:PRIZ)(OTCQB:PMOMF)(FSE:7KU) is pleased to announce that it has updated the mineralization model for the Hot Breccia project in Southern Arizona based on important historical information recently acquired from a third party. The information includes historic Bear Creek Mining Company (then a subsidiary of Kennecott Copper Co. (now part of Rio Tinto, ASX: RIO) exploration data, gathered between the completion of a masters thesis by Larry Barrett (1972) (1) through the completion of their first drill hole on our Hot Breccia property between 1972 and mid-1974. The recently acquired information includes a complete log and assays for hole OC-1 and a geological interpretation after holes OC-1 to OC-3 were completed(2

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Prismo Metals Announces Debt Settlement

Prismo Metals Announces Debt Settlement

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Prismo Metals Inc. ("Prismo" or the "Company") (CSE:PRIZ)(OTCQB:MOMF) announces that it has entered into a debt settlement agreement with a creditor of the Company (the "Creditor") pursuant to which the Company has agreed to issue to the Creditor, and the Creditor has agreed to accept 180,000 common shares of the Company (the "Settlement Shares") at a deemed issue price of $0.17 per share in full and final settlement of accrued and outstanding indebtedness in the amount of $30,600

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Element79 Announces Private Placement

Element79 Announces Private Placement

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Element79 Gold Corp Shares Further Advances With Chachas Community on Lucero Surface Rights, Provides Corporate Update

Element79 Gold Corp Shares Further Advances With Chachas Community on Lucero Surface Rights, Provides Corporate Update

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VANCOUVER, BC - T heNewswire - October 24, 2024 *Element79 Gold Corp.* (CSE: ELEM) (OTC: ELMGF) (FSE: 7YS0) ("Element79" or the "Company") is pleased to announce additional progress towards obtaining approval of its surface rights contract at the Lucero project in Peru, through ongoing community engagement and recent approval at the Chachas General Assembly.

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Rua Gold Responds to OTC Markets Request on Recent Promotional Activity

Rua Gold Responds to OTC Markets Request on Recent Promotional Activity

Rua Gold Inc. (TSXV: RUA) (OTCQB: NZAUF) (WKN: A4010V) ("Rua Gold" or the "Company") announces that it has been requested by OTC Markets Group Inc. ("OTC Markets") to issue this statement about promotional activity concerning its common shares (the "Shares") traded on the OTCQB Venture Market ("OTCQB") (operated by OTC Markets).

On October 21, 2024, OTC Markets informed the Company that it became aware of certain promotional activities concerning the Company and its Shares traded on the OTCQB, including the distribution of four email newsletters (the "Promotional Newsletters") published by Wealth Research Group LLC, an affiliate of Gold Standard Media, LLC ("Gold Standard"), Portfolio Wealth Global, an affiliate of Gold Standard, SHTFPlan.com, an affiliate of Gold Standard, and Future Money Trends LLC, an affiliate of Gold Standard, discussing the Company, its business, the economy, and the gold market generally.

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Lode Gold Signs Definitive Agreement to Execute Tax-Efficient Spin-Out, Creating Two Pure Play Companies

Lode Gold Signs Definitive Agreement to Execute Tax-Efficient Spin-Out, Creating Two Pure Play Companies

Lode Gold Resources Inc. (TSXV: LOD) (OTCQB: SBMIF) ("Lode Gold " or the "Company") is pleased to announce its wholly-owned subsidiary, ("1475039 B.C. Ltd." or "Gold Orogen") has entered into a binding Definitive Agreement (DA) on October 21, 2024 to acquire Great Republic Mining ("GRM", "Great Republic" or CSE: GRM), pursuant to which the GRM and the Company's subsidiary propose to complete a Reverse Take Over (RTO) transaction pursuant to which GRM will acquire all of the issued and outstanding shares of the Company's subsidiary. It will be a tax efficient spin out: shareholders of Lode Gold will receive shares of Gold Orogen.

Transaction details, terms, and condition of the deal remain the same as in the Letter of Intent previously announced and can be read on its August 27th, 2024 news release.

The new company, Gold Orogen will have assets in two highly prospective areas in Canada: Yukon and Atlantic Canada. It will be a focused exploration pure play company. It will launch with funding of over $3 million dollars, with a plan to raise an additional $1.5 million. Work programs being executed or planned include: VTEM, SQUIDT, Soil Analysis, Geological Mapping, Trenching and Drilling in the next 12 months.

Wendy T. Chan, CEO of Lode Gold states, "We are very glad to have achieved yet another milestone, thanks to the hard work of our team. As promised in our business plan, we have now finalized definite spin out plans. It will be a tax efficient plan of arrangement. We will create two pure play companies to unlock value for shareholders. We have also initiated work programs in Yukon and New Brunswick, post raising over $4 million in the last two financings."

About Lode Gold

Lode Gold (TSXV: LOD) is an exploration and development company with projects in highly prospective and safe mining jurisdictions in Canada and the United States.

Its Golden Culvert and WIN Projects in Yukon, covering 99.5 km2 across a 27-km strike length, are situated in a district-scale, high-grade-gold-mineralized trend within the southern portion of the Tombstone Gold Belt. Gold deposits and occurrences within the Belt include Fort Knox, Pogo, Brewery Creek and Dublin Gulch, and Snowline Gold. A NI 43-101 technical report entitled "Technical Report on the WIN-Golden Culvert Property for Lode Gold" with an effective date of May 15, 2024, summarizing the work to date on these properties is available on the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.lode-gold.com).

In New Brunswick, Lode Gold has created one of the largest land packages with a 42km strike within 420km2. Its McIntyre Brook Project, New Brunswick, covering 111 km2 and a 17-km strike length in the emerging Appalachian/Iapetus Gold Belt, is surrounded by Puma Exploration's Williams Brook Project (5.55 g/t Au over 50m)1 and is hosted by orogenic rocks of similar age and structure as New Found Gold's Queensway Project. The Fancamp's Riley Brook is a 309 km2 package covering a 25 km strike of Wapske formation with its numerous felsic units. Previous exploration efforts have focused on just VMS-style mineralization hosted in the felsic intrusions, and mostly focused on the base metals - the Company is the first to focus on and assay for gold. This transaction will close upon Exchange's acceptance.

The Company is also advancing its Fremont Gold development project in the historic Mother Lode Gold Belt of California where 50,000,000 oz of gold has been produced. Fremont, located 500km north of Equinox Gold's Castle Mountain and Mesquite mines, has a Preliminary Economic Assessment(" PEA") with an after-tax NPV (5%) of USD $217M, a 21% IRR, 11-year LOM, averaging 118,000 Oz per annum at USD $1,750 gold. A sensitivity to the March 31, 2023 PEA at USD $2,000/oz gold gives an after-tax NPV (5%) of USD $370M and a 31% IRR over an 11-year LOM. The project hosts an NI 43-101 resource of 1.16 MOz at 1.90 g/t Au within 19.0 MT Indicated and 2.02 MOz at 2.22 g/t Au within 28.3 MT Inferred. The MRE evaluates only 1.4 km of the 4 km strike length of the Fremont property which features five gold-mineralized zones. Significantly, three step-out holes at depth hit the mineralized structure, typical of orogenic deposits that often occur at depth. Fremont is located on 3,351 acres of 100% owned private land in Mariposa, the original Gold Rush County, and is 1.5 hours from Fresno, California. The property has year-round road access and is close to airports and rail.

Please refer to the Fremont Gold project NI 43-101 PEA technical report dated March 31, 2023, which is available on the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.lode-gold.com). The PEA technical report has been reviewed and approved by independent "Qualified Persons" Eugene Puritch, P.Eng., FEC, CET, and Andrew Bradfield, P.Eng. both of P&E, and Travis Manning, P.E. of KCA.

QUALIFIED PERSON STATEMENT

The scientific and technical information contained in this press release has been reviewed and approved by Jonathan Victor Hill, Director, BSc (Hons) (Economic Geology - UCT), FAusIMM, and who is a "qualified person" as defined by NI-43-101.

ON BEHALF OF THE COMPANY

Wendy T. Chan, CEO & Director

Information Contact

Winfield Ding
CFO
info@lode-gold.com
+1-416-320-4388

Kevin Shum
Investor Relations
kevin@lode-gold.com
+1 (647) 725-3888 ext. 702

Cautionary Note Related to this News Release and Figures

This news release contains information about adjacent properties on which the Company has no right to explore or mine. Readers are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on the Company's properties.

Cautionary Statement Regarding Forward-Looking Information

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.

This news release includes "forward-looking statements" and "forward-looking information" within the meaning of Canadian securities legislation. All statements included in this news release, other than statements of historical fact, are forward-looking statements including, without limitation, statements with respect to the completion of the transaction and the timing thereof, the expected benefits of the transaction to shareholders of the Company, the structure, terms and conditions of the transaction and the execution of a definitive agreement, the timing of submission to the CSE and TSXV, Gold Orogen raising an additional $1,500,000 and the anticipated use of proceeds. Forward-Looking statements include predictions, projections and forecasts and are often, but not always, identified by the use of words such as "anticipate", "believe", "plan", "estimate", "expect", "potential", "target", "budget" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions and includes the negatives thereof.

Forward-Looking statements are based on a number of assumptions and estimates that, while considered reasonable by management based on the business and markets in which the Company operates, are inherently subject to significant operational, economic, and competitive uncertainties, risks and contingencies. These include assumptions regarding, among other things: that the Company and GRM will be able to negotiate the definitive agreement on the terms and within the time frame expected, that the Company and GRM will be able to make submissions to the CSE and TSXV within the time frame expected, that the Company and GRM will be able to obtain shareholder approval for the transaction, that the Company and GRM will be able to obtain necessary third party and regulatory approvals required for the transaction, if completed, that the transaction will provide the expected benefits to the Company and its shareholders.

There can be no assurance that forward-looking statements will prove to be accurate and actual results, and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include adverse market conditions, general economic, market or business risks, unanticipated costs, the failure of the Company and GRM to negotiate the definitive agreement on the terms and conditions and within the timeframe expected, the failure of the Company and GRM to make submissions to the CSE and TSXV within the timeframe expected, the failure of the Company and GRM to obtain shareholder approval for the transaction, the failure of the Company and GRM to obtain all necessary approvals for the transaction, and r other risks detailed from time to time in the filings made by the Company with securities regulators, including those described under the heading "Risks and Uncertainties" in the Company's most recently filed MD&A. The Company does not undertake to update or revise any forward-looking statements, except in accordance with applicable law.

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RUA GOLD Provides an Update on Previously Announced Acquisition of Siren Gold's Reefton Assets

RUA GOLD Provides an Update on Previously Announced Acquisition of Siren Gold's Reefton Assets

Rua Gold Inc. (TSXV: RUA) (OTCQB: NZAUF) (WKN: A4010V) ("Rua Gold" or the "Company") is pleased to provide an update on the previously announced acquisition of Reefton Resources Pty Limited ("Reefton"), a 100% owned subsidiary of Siren Gold Ltd. (ASX: SNG) ("Siren") with tenements located adjacent to the Company's suite of properties in New Zealand's prolific Reefton Goldfield (the "Transaction").

The Company and Siren have agreed to amend the terms of Transaction whereby Rua Gold agrees to purchase 10,000,000 common shares of Siren at a price of A$0.20 per share, for aggregate gross proceeds of A$2,000,000.

The Company highlights that the following conditions have been satisfied:
  • Rua Gold shareholders have voted in favor of the transaction

 

Robert Eckford, CEO of Rua Gold, stated: "This is an exciting stage for Rua Gold shareholders, Siren Gold shareholders, and the Reefton Goldfields community. Our merger presents a prime opportunity to establish a high-grade gold and antimony exploration company ready to deliver value through its drilling program planned on this land package. We will be looking at a combination of new discoveries alongside the scalability of historic high-grade mines to become a leading gold producer in the region. New Zealand's mining industry is experiencing a resurgence, supported by local and foreign investment, as well as a pro-mining government implementing streamlined policies. The resulting improvements in regional infrastructure and employment will transform the West Coast and benefit all of New Zealand."

Transaction Highlights

Under the terms of the Amended Agreement, Siren shall receive total consideration of A$22 million (C$20.4 million):

  • A$2 million (C$1.8 million) in cash, of which A$1 million has been paid and the remaining A$1 million will be paid at the close of the Transaction;

  • A$2 million (C$1.8 million) in cash in exchange for 10,000,000 common shares of Siren, to be exchanged at the close of the Transaction; and

  • 83,927,383 fully paid shares of Rua Gold representing A$18 million (C$16.6 million1), to be issued at the close of the Transaction with agreed contractual resale restrictions.

Upon completion of the Transaction, Siren will own ~26% of Rua Gold, and Siren Chairman, Mr. Brian Rodan, will join the Rua Gold Board. The Transaction will deliver the following benefits to the Company's shareholders:

  • Increased scale and resources by combining projects and exploration teams.

  • Increased exposure to the highly prospective and under-explored Reefton Goldfield, as the largest landholder in the district with approximately 120,000 ha of combined tenements.

  • Improved investor visibility and positioning amongst peers, with the opportunity to broaden the Company's shareholder base.

  • Potential for future operational synergies (i.e., centralized infrastructure and workforce) by realizing economies of scale across the whole land package.

  • Continued exposure to the Company's highly prospective asset, Glamorgan on the North Island of New Zealand.

Transaction Update Details

The Company has obtained approval from its shareholders concerning the Transaction.

In addition, on October 17, 2024, the Company obtained consent from the NZPAM to the change of control of Reefton's exploration permits as a consequence of the Transaction.

The Company is working to satisfy the TSXV requirements for the Transaction under section 5.7 of TSXV Policy 5.3. To obtain final approval from the TSXV, the Company will submit a National Instrument 43-101 compliant independent report and a financial plan demonstrating that the Company has sufficient financial resources to close the Transaction and to fund the first stage of the recommended work program and property payment obligations for a minimum of six months.

The transaction agreements governing the acquisition of Reefton and evidence of disinterested shareholder approval of the Company have been filed with the TSXV. A legal title opinion confirming Siren's authority to transfer the Reefton project will also be required. Final closing will be subject to the TSXV's clearance of these requirements.

About Rua Gold

Rua Gold is an exploration company, strategically focused on New Zealand. With decades of expertise, our team has successfully taken major discoveries into producing world-class mines across multiple continents. The team is now focused on maximizing the asset potential of RUA's two highly prospective high-grade gold projects.

The Company controls the Reefton Gold District as the dominant landholder in the Reefton Goldfield on New Zealand's South Island. Rua Gold will have approximately 120,000 hectares of tenements, following the completion of its previously announced acquisition of Reefton Resources Pty Limited2, in a district that historically produced over 2 million ounces of gold grading between 9 and 50 grams per tonne.

The Company's Glamorgan Project solidifies Rua Gold's position as a leading high-grade gold explorer on New Zealand's North Island. This highly prospective project is located within the North Islands' Hauraki district, a region that has produced an impressive 15 million ounces of gold and 60 million ounces of silver. Glamorgan is within 3 kms of OceanaGold Corporation's biggest gold mining project, WKP.

For further information, please refer to the Company's disclosure record on SEDAR+ at www.sedarplus.ca.

Rua Gold Contact

Robert Eckford

Chief Executive Officer

Tel: +1 604 655 7354

Email: reckford@RUAGOLD.com

Website: www.RUAGOLD.com

This news release includes certain statements that may be deemed "forward-looking statements". All statements in this new release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur and specifically include statements regarding: the Company's strategies, expectations, planned operations or future actions, including but not limited to exploration programs at its Reefton project and the results thereof; and the Company's acquisition of Reefton Resources Pty Limited. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements.

Investors are cautioned that any such forward-looking statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. A variety of inherent risks, uncertainties and factors, many of which are beyond the Company's control, affect the operations, performance and results of the Company and its business, and could cause actual events or results to differ materially from estimated or anticipated events or results expressed or implied by forward looking statements. Some of these risks, uncertainties and factors include: general business, economic, competitive, political and social uncertainties; risks related to the effects of the Russia-Ukraine war; risks related to climate change; operational risks in exploration, delays or changes in plans with respect to exploration projects or capital expenditures; the actual results of current exploration activities; conclusions of economic evaluations; changes in project parameters as plans continue to be refined; changes in labour costs and other costs and expenses or equipment or processes to operate as anticipated, accidents, labour disputes and other risks of the mining industry, including but not limited to environmental hazards, flooding or unfavourable operating conditions and losses, insurrection or war, delays in obtaining governmental approvals or financing, and commodity prices. This list is not exhaustive of the factors that may affect any of the Company's forward-looking statements and reference should also be made to the Company's CSE Form 2A - Listing Statement filed under its SEDAR+ profile at www.sedarplus.ca for a description of additional risk factors.

Forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

________________________

1 Calculated using Rua Gold's 30-day VWAP on the CSE as of July 12, 2024 of C$0.1983 at an AUD:CAD exchange rate of 0.9246.
2 Refer to news released dated July 15, 2024.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/227207

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Lode Gold Launches Exploration Program at One of the Largest Land Packages in New Brunswick

Lode Gold Launches Exploration Program at One of the Largest Land Packages in New Brunswick

Lode Gold Resources Inc. (TSXV: LOD) (OTCQB: SBMIF) ("Lode Gold" or the "Company") is pleased to announce that a Heliborne HeliTEM² Survey over the Riley Brook and McIntyre Brook properties, in northern New Brunswick, has been initiated as part of the recently announced Acadian Gold Joint Venture with Fancamp Exploration Ltd. (refer to Figure 1). The properties encompass a combined 419 km2 land package of mineral claims, constituting gold mineralized zones that extend over several kilometres, on trend with Puma Exploration's Williams Brook property.

The recent combination of mineral assets between Fancamp and Lode Gold Resources Inc. into a dominant land holding of high-quality, underexplored ground in New Brunswick, was a major development which now aims to be further validated by this high-resolution heliborne electro-magnetic and radiometric survey.

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