RUA GOLD Utilizes VRIFY AI to Prioritize Cumberland, Following up on Exceptional Historic Drill Intercept

RUA GOLD Utilizes VRIFY AI to Prioritize Cumberland, Following up on Exceptional Historic Drill Intercept

Rua Gold Inc. (TSXV: RUA) (OTCQB: NZAUF) (WKN: A40QYC) ("Rua Gold" or the "Company") is pleased to advise on the updated Cumberland gold camp drill target. This follows on from the integration of VRIFY AI into RUA's extensive geological database and the consolidation of the Reefton Goldfield, an orogenic gold and antimony belt on the South Island of New Zealand.

Highlights:

  • The AI contribution is already paying dividends as the tool has accelerated the identification of and prioritization of our drill targets.

  • Prioritizing Cumberland gold camp comprising of 7 historic mines in a 2 km long north-northwest trending zone of quartz veins and shearing.

  • Follow up target on historic Cumberland drill hole, GAL001 showing 21.9m (5m true width) of 92.0g/t Au including 1m of 1911 g/t Au (60 oz/t).

  • Drilling contractor is being mobilized and the Company anticipates commencing drilling before the end of January.

The Company is expanding its 2025 exploration program to include the Cumberland gold camp, a historic gold camp 3kms south of Globe Progress Mine, which has produced over 1 million ounces of gold (historic production prior to 1950 of 424,000 ounces, and a further 665,000 ounces from 2007 - 2015 under OceanaGold).

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Figure 1: Overview of the Reefton Goldfield.

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EARLY WIN FROM Rua Gold'S AI INVESTMENT
The Cumberland target was identified by uncovering several exploratory holes drilled by OceanaGold 15 years ago, including hole GAL001, which had the following exceptional results on a well-defined quartz vein at shallow depth:

GAL001: 21.9m (5m true width) of 92.0g/t Au including 1m of 1911 g/t Au (60 oz/t).

GAL001 was drilled down the vein, giving an exaggerated width but provides for a compelling and prospective target to follow up immediately.

Rua Gold has collated hundreds of thousands of data points from its recent Siren acquisition, historic workings and contemporary exploration on its multiple mine sites, and district wide geophysical data over the Reefton Goldfields. The ability to combine rapid data-mining of this information by VRIFY, in concert with Rua Gold's extensive surface geochemistry and ultra-detailed UAV magnetics accumulated in the last 5 years, provides us with rapid feedback on a multi layered dataset, that now focusses our prospect ranking, and directly informs our drilling programs.

Simon Henderson, COO of Rua Gold, commented, "Consolidation of our holdings on the Reefton Goldfield provides a plethora of gold targets and historic deposits to examine. AI driven VRIFY provides a science data driven platform to assimilate the vast amount of data available, identify patterns and associations at lightning speed, and provide iterative feedback, constantly updating and adding value as the exploration process rolls out. We are excited by its early success in highlighting key areas such as Cumberland to prioritize our drill activity planned in 2025."

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Figure 2: VRIFY AI hotspot identification showing Cumberland-Gallant Prospect

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CUMBERLAND HISTORY

The Cumberland gold camp comprises 7 historic mines in a 2 km long north-northwest trending zone of quartz veins and shearing. Historic production totaled 21,740oz gold at an average recovered grade of 26.1 g/t (see appendices).

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Figure 3: Map showing Cumberland historic mine camp

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INITIAL DRILL TARGET

Based on the extensive surface exploration work and historical drilling, the Gallant lode in the Cumberland gold camp presents an exceptional high-grade target that has never seen significant exploration work:

  • It has quartz veins outcropping on surface within an envelope of strong gold-arsenic anomalism.

  • It has several exploratory holes drilled by OceanaGold 15 years ago, which include exceptional results on a well-defined quartz vein at shallow depth (Table 1).

  • Core orientation clearly demonstrates that this intersection drilled down the quartz reef exaggerating its width.

  • Geological modelling interprets the vein to be approximately 5m wide.

Table 1: Intercept from GAL001, calculated with a 1.5ppm Au cut-off and up to 3m internal dilution.

Drill hole FromToIntervalAu (g/t)
GAL00131.052.921.9m92
including47.048.01.0m1911

Note: true width of vein: 5m.

VRIFY'S AI PLATFORM

The Company has partnered with VRIFY to onboard VRIFY's AI-assisted mineral discovery platform to accelerate discovery, reduce costs and further de-risk exploration.

In conjunction with the consolidation of the Reefton Goldfield in November 2024, the Company implemented the VRIFY AI tool. Early in the AI training phase, Cumberland was identified as a standout target. The VRIFY team has assimilated geochemistry, drilling and geophysical data on an unprecedented scale and accuracy over the whole district, processing over 84GB of data, +170,000 data points, actively informing our 2025 drill targets for quicker project advancement and de-risking our work programs.

Rua Gold's data, unlocked through VRIFY's Al-assisted mineral discovery platform. This AI-assisted data synthesis enabled Rua Gold to actively and effectively rank its 2025 drill targets, accelerating its project advancement and de-risking its work programs in a matter of minutes, a process that would have taken months, if performed manually.

ACCELERATED DISCOVERY

Rua Gold inherited thousands of data points from historic activity on its multiple mine sites and exploration work with the Reefton Goldfields. The ability to rapidly mine this existing data for new insights and targets, while incorporating recent work, provided real-time feedback through VRIFY's platform to inform drilling programs.

SCALABILITY and COST SAVINGS

Rua Gold is just beginning and is confident that VRIFY will continue to add value by allowing for the analysis of larger datasets without increasing costs linearly.

HIGHER ACCURACY

VRIFY's proprietary Al model reduces human error and identifies patterns that manual review might miss, increasing discovery potential.

QAQC HISTORIC DRILLING (MR 5093)

Rua Gold is treating the drill results as historic.

The QP has verified the data disclosed, including drill collar location, sampling and analytical information contained in the written disclosure,

  1. Data was verified by examination of remaining core in the core-box; confirming intervals, core splitting and interval handling procedures and logged core descriptions matched original core logging.

  2. Verified the core sampling and assay procedures by examining and confirming from the original assay certificates of SGS and ALS laboratories that the sample numbers recorded matched the sample intervals logged.

  3. Verified from original assay certificates stated blanks and certified standards and duplicates were used and reported, and where deviations outside 2 standard deviations assays have been repeated.

  4. Verified that suitable assay methodology for coarse gold was used by both laboratories SGS Reefton method FASC30T(screen fire assay) and ALS method Au-SCR22AA (screen fire assay).

  5. The QP has verified in the zone of exceptionally high-grade gold values that gold is clearly visible in veinlets within a significant quartz vein.
    (c) The QP satisfactorily verified all data used in this disclosure.

The QAQC summarized from the OceanaGold report is as follows:

"Diamond drill samples were generally taken over 1 m intervals and cut in half. Half the core was then sent to SGS or ALS. Some of the significant reef samples were analyzed at the ALS laboratory in Townsville for rapid processing and the rest were analyzed at the SGS laboratory in Westport. Due to the large amount of quartz reef drilled in the first part of the program, a screen fire technique was introduced at SGS (FAS30T).

ALS Townsville preformed 1 kg screen fire assays (Au-SCR22AA) along with a standard fire assay procedure (Au-AA26). Diamond core submissions included at the minimum one blank and two certified standards and at least two lab duplicates taken after coarse crushing of the sample. If both standard assays from the same hole returned assay values outside two standard deviations of the actual value, the laboratory was requested to re-assay the job. Assays from dispatches RD131025.1 and RD131106.1 showed significant deviation from standards and checks. These two batches were re-assayed (RD131025.1R and RD131106.1R respectively).

All assay data was imported into the Reefton project acQuire database directly from laboratory reports."

Source: Anderson, T., 2014. MP 41164 Globe Progress annual technical report - 2014, OceanaGold Ltd; NZP&M, Ministry of Business, Innovation & Employment (MBIE), New Zealand. Unpublished Mineral Report MR5093.

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 with over 120,000 hectares of tenements, 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 adjacent to 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.

Technical Information

Simon Henderson CP, AUSIMM, a qualified person under National Instrument 43-101 Standards of Disclosure for Mineral Projects, has reviewed and approved the technical disclosure contained herein.

Rua Gold Contact

Robert Eckford
Chief Executive Officer
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; and the effects and benefits of the Transaction. 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 unfavorable 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 short form base shelf prospectus dated July 11, 2024, and the documents incorporated by reference therein, 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.

Appendices

Historic Production Cumberland Camp (Barry, 1993)

LodeTonnesProduction
(Au oz)
Recovered grade (oz/t)Recovered grade (g/t)
Scotia6041,2832.166.1
Gallant2,3787590.39.9
Sir Francis Drake-Happy Valley17,2615,8100.310.5
Cumberland14,12013,6291.030.0
Exchange-Industry5192600.515.6

Source: Barry, J.M., 1993. The History and Mineral Resources of the Reefton Goldfield. Ministry of Commerce Resource Information Report No. 15.

Reference for historical grades and production:
Barry, J.M., 1993. The History and Mineral Resources of the Reefton Goldfield. Ministry of Commerce Resource Information Report No. 15.

Reference for Gallant assay results:
Anderson, T., 2014. MP 41164 Globe Progress annual technical report - 2014, OceanaGold Ltd; NZP&M, Ministry of Business, Innovation & Employment (MBIE), New Zealand. Unpublished Mineral Report MR5093.

Table 3: Collar for GAL001, historic drill hole.

Drill holeEasting
(NZTM)
Northing
(NZTM)
Elevation
(RL)
End depthAzimuthDip
GAL00115087265327981628123.7293°-70°

Projection: New Zealand Transverse Mercator (NZTM) 2000.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/236943

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Rua Gold Completes the Acquisition of Siren Gold's Reefton Assets and Becomes the Dominant Reefton Goldfield Explorer

Rua Gold Completes the Acquisition of Siren Gold's Reefton Assets and Becomes the Dominant Reefton Goldfield Explorer

Rua Gold Inc. (TSXV: RUA) (OTCQB: NZAUF) (WKN: A4010V) ("Rua Gold" or the "Company") is pleased to announce the completion of the acquisition (the "Transaction") of Reefton Resources Pty Limited ("Reefton"). Reefton was a 100% owned subsidiary of Siren Gold Ltd. (ASX:SNG) ("Siren"). The completion of the transaction expands Rua Gold's tenement package to cover over 95% of the Reefton Goldfield.

Robert Eckford, CEO of Rua Gold, stated: "Today marks a pivotal point in Rua Gold's development. With the completion of this Transaction, the Reefton district is largely under control of one company. This creates the opportunity to develop a world-class, scalable mining operation in an area that had high-grade production and is considerably underexplored at depth.

Since the announcement in July, our team has been integrating Siren's data from the Reefton properties and will incorporate this into the VRIFY AI drill targeting platform. Putting together all of these advanced exploration projects through the Transaction creates an exciting district scale opportunity.

Advancing the Auld Creek gold project and weighing up other compelling targets for immediate drilling along with our current drilling successes provides a broad platform for the future."

With the Transaction complete, a third rig is mobilized to recommence drilling on the Auld Creek target, it is a compelling near surface resource opportunity. The two drill rigs currently operating will continue on the targets at Murray Creek, including the recently announced visible gold intercept of +1oz gold intersection (refer to news release dated November 4, 2024) and shallow Capleston targets.

Further targets are being analyzed in an iterative process using VRIFY AI targeting methodology and Rua Gold's comprehensive combined exploration and mining data sets.

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Figure 1: Overview of the Reefton Goldfield.

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https://images.newsfilecorp.com/files/10755/231266_5b87507614f048b7_006full.jpg

Actively Advancing a District-Scale Discovery in a Tier 1 Jurisdiction:

  • Represents the next chapter in Rua Gold's development towards our goal to be a major gold producer in New Zealand.

  • Newly consolidated project represents an under-explored high-grade gold district in the world.

  • Permits, access, and consents in place for aggressive drilling following a district-wide reassessment of targets and potential on the combined land package.

  • The Transaction will increase regional tenement holdings from ~34k ha to ~125k ha and cover all known past mine camps outside of the Blackwater and Globe Progress mines.

  • Potential for lower overall project capital expenditures through the development of a central processing hub.

  • The Transaction increases Rua Gold profile in New Zealand, allowing greater opportunity to work alongside a pro-mining Government in helping to expand its resource potential.

  • Backed by a team of mining professionals with +150 years of combined experience.

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Figure 2: Tenement map of the Reefton Goldfield.

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1. Source: https://federationmining.com.au/wp-content/uploads/2024/10/Investor-Deck-Federation-OCT-2024.pdf

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Figure 3: Cross Section of historic underground mines in the Reefton Goldfield.

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Transaction Summary

The Transaction was completed pursuant to a share purchase agreement dated July 12, 2024, as amended October 18, 2024 (the "Amended Agreement"). Pursuant to the Amended Agreement, as consideration for the acquisition of Reefton, Rua Gold paid Siren aggregate consideration of A$20 million (C$18.4 million), representing:

  • A$2 million (C$1.8 million) in cash; and

  • 83,927,383 common shares in the capital of Rua Gold (each, a "Company Share"), representing A$18 million (C$16.6 million[1])

(collectively, the "Reefton Consideration").

The Reefton Consideration remains subject to customary working capital adjustments.

Rua Gold also acquired 10,000,000 common shares in the capital of Siren (each, a "Siren Share") at a price of A$0.20 (C$0.18) per Siren Share for an aggregate of A$2 million (C$1.8 million).

In connection with closing of the Transaction, the Company and Siren entered into a shareholder rights agreement pertaining to Siren's interest in Rua Gold, pursuant to which, among other things:

  • Rua Gold reconstituted its board of directors to be comprised of seven directors;

  • so long as Siren beneficially owns or controls at least 10% of the issued and outstanding Company Shares: (i) Siren may nominate one member to Rua Gold's board of directors; and (ii) Siren will vote any Company Shares it owns or controls in support of any proposed resolution recommended by Rua Gold's board of directors at any meeting of shareholders of the Company;

  • the 83,927,383 Company Shares issued to Siren at closing of the Transaction will be subject to the following resale restrictions: (i) 18,632,879 Company Shares will be restricted from trading until May 25, 2025; (ii) 18,632,879 Company Shares will be restricted from trading until November 25, 2025; (iii) 18,632,879 Company Shares will be restricted from trading until February 25, 2026; (iv) 18,632,879 Company Shares will be restricted from trading until May 25, 2026; and (v) 9,395,867 Company Shares will be restricted from trading until November 25, 2026 (collectively, the "Contractual Resale Restrictions"); and

  • the Contractual Resale Restrictions will cease to apply if, at any time following May 25, 2025, Rua Gold's market capitalization is at least $208,102,222.73.

Following completion of the Transaction:

  • Reefton operates as a wholly-owned subsidiary of Rua Gold;

  • Rua Gold owns approximately 7.5% of the issued and outstanding Siren Shares, calculated on an undiluted basis;

  • Siren owns approximately 26% of the issued and outstanding Company Shares, calculated on an undiluted basis, resulting in a new Control Person (as defined in the Policies of the TSX Venture Exchange (the "TSXV"));

  • Siren's Chairman, Mr. Brian Rodan, joined Rua Gold's board of directors; and

  • Rua Gold will transfer back tenement PP 60893 covering 7,305.20 ha to Siren.

The Transaction and creation of a new Control of the Company was approved by disinterested shareholders of the Company through the written consents in in accordance with TSXV policies. The Transaction remains subject to final acceptance from the TSXV.

Early Warning Disclosure

Siren Gold

In connection with the closing of the Transaction, Siren, with an address at Level 2, 41 - 43 Ord Street, West Perth WA 6005, has acquired 83,927,383 Company Shares at a price of $0.1983 per Common Share for an aggregate subscription amount of approximately $16,642,800. Immediately prior to the completion of the Transaction, Siren owned no securities of the Company. As a result of the Transaction, Siren owns and controls approximately 26% of the issued and outstanding shares of the Company on a non-diluted basis and 24% on a fully diluted basis.

Siren acquired the Company Shares for investment purposes. In the future, Siren will evaluate its investment in the Company from time to time and may, based on such evaluation, market conditions and other circumstances, increase or decrease its shareholdings as circumstances require through market transactions, private agreements, or otherwise.

Siren currently has no plans or intentions which would result in a corporate transaction, a sale or transfer of a material amount of the assets of the Company or any of its subsidiaries, a change in the board of directors or management of the Company (other than as disclosed herein), including any plans or intentions to change the number or term of directors or to fill any existing vacancies on the board, a material change in the Company's business or corporate structure, a change in the Company's articles or similar instruments or another action which might impede the acquisition of control of Company by any person or company, a class of securities of the Company being delisted from, or ceasing to be authorized to be quoted on, a marketplace, the Company ceasing to be a reporting issuer in any jurisdiction of Canada, a solicitation of proxies from securityholders, or an action similar to any of those enumerated.

The disclosure respecting Siren's shareholdings contained in this press release is made pursuant to National Instrument 62-103 and a copy of the report in respect of the above acquisition will be filed with applicable securities commissions using the Canadian System for Electronic Document Analysis and Retrieval (SEDAR+) and will be available on the Company's SEDAR+ profile (www.sedarplus.ca). A copy may be obtained by contacting the Company as noted under "Rua Gold Contact" below.

Advisors and Legal Counsel

Cormark Securities Inc. acted as financial advisor to the Company and its Board of Directors. McMillan LLP acted as Canadian legal counsel to the Company. Red Cloud Securities Inc. acted as financial advisor to Siren and its Board of Directors. Steinepreis Paganin acted as Australian legal counsel to Siren.

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 with approximately 125,000 hectares of tenements, 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.

Technical Information

Simon Henderson CP, AUSIMM, a qualified person under National Instrument 43-101 Standards of Disclosure for Mineral Projects, has reviewed and approved the technical disclosure contained herein.

Rua Gold Contact

Robert Eckford
Chief Executive Officer
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; and the effects and benefits of the Transaction. 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 short form base shelf prospectus dated July 11, 2024, and the documents incorporated by reference therein, 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.

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Rua Gold Intersects Visible Gold and Confirms Downhole Continuity of High-Grade Gold Mineralization at Murray Creek, Reefton

Rua Gold Intersects Visible Gold and Confirms Downhole Continuity of High-Grade Gold Mineralization at Murray Creek, Reefton

Rua Gold Inc. (TSXV: RUA) (OTCQB: NZAUF) (WKN: A4010V) ("Rua Gold" or the "Company") is pleased to provide an update from the drilling campaign underway at the Reefton Project on the South Island of New Zealand.

Murray Creek

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Rua Gold Announces Siren Shareholders Vote to Approve Acquisition of Reefton Resources Pty Limited

Rua Gold Announces Siren Shareholders Vote to Approve Acquisition of Reefton Resources Pty Limited

Rua Gold Inc. (TSXV: RUA) (OTCQB: NZAUF) (WKN: A4010V) ("Rua Gold" or the "Company"), is pleased to announce that its previously announced proposed acquisition (the "Transaction") of Reefton Resources Pty Limited ("Reefton") was approved at today's special meeting of the shareholders of Siren Gold Ltd. (ASX: SNG) ("Siren"). Reefton is a 100% owned subsidiary of Siren, with tenements located adjacent to the Company's suite of properties in New Zealand's prolific Reefton Goldfield.

Robert Eckford, CEO of Rua Gold, stated: "Recognizing the strategic rationale to create a district scale exploration opportunity covering some of the highest-grade gold and antimony assets in the world, Siren's shareholders overwhelmingly voted in favor of this transformational transaction. The combined Company benefits from having both the local Reefton teams working together and Brian Rodan, Chairman of Siren joining the Rua Gold board. We have a proven Board and Management team, in a favorable jurisdiction, looking to generate superior returns for both Siren and Rua Gold shareholders. Seeing the competing offer from Federation Mining made on October 14, 2024 only confirms our thesis on the high grade potential of this district and we are excited to deliver results."

Closing of the Transaction is expected to occur in November 2024, subject to satisfaction of customary closing conditions for a transaction of this nature and the receipt of final approval from the TSX Venture Exchange ("TSXV").

Actively Advancing a District-Scale Discovery in a Tier 1 Jurisdiction:

  • Represents the next chapter in Rua Gold's development towards our goal to be a major gold producer in New Zealand.

  • Newly consolidated project represents one of the least explored, high-grade gold districts in the world.

  • Permits, access, and consents in place for aggressive drilling following a district-wide reassessment of targets and potential on the combined land package.

  • The Transaction will increase regional tenement holdings from ~34k ha to ~120k ha and cover all known past production camps outside of Blackwater and the Globe Progress mine.

  • Potential for lower overall project capital expenditures through the development of a potential central processing hub.

  • The Transaction creates a bigger player in New Zealand, allowing greater opportunity to work alongside a pro-mining Government in helping them draft their Minerals Strategy for New Zealand.

  • Backed by team of mining professionals with +150 years of combined experience.

Cannot view this image? Visit: https://images.newsfilecorp.com/files/10755/228012_6c99946d74ab494d_006.jpg

Figure 1: Tenement map of the Reefton Goldfield.

To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/10755/228012_6c99946d74ab494d_006full.jpg

Cannot view this image? Visit: https://images.newsfilecorp.com/files/10755/228012_6c99946d74ab494d_007.jpg

Figure 2: Cross Section of historic underground mines in the Reefton Goldfield.

To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/10755/228012_6c99946d74ab494d_007full.jpg

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 approximately 26% of Rua Gold, and Siren Chairman, Mr. Brian Rodan, will join the Rua Gold Board.

Advisors and Legal Counsel

Cormark Securities Inc. is acting as financial advisor to the Company and its Board of Directors. McMillan LLP is acting as Canadian legal counsel to the Company. Red Cloud Securities Inc. is acting as financial advisor to Siren and its Board of Directors. Steinepreis Paganin is acting as Australian legal counsel to Siren.

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
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; closing of the Transaction; effects and benefits of the Transaction; and receipt of final approval for the Transaction from the TSXV. 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.

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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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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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Element79 Announces Proposed Spin Out and Merger

Element79 Announces Proposed Spin Out and Merger

(TheNewswire)

Element79 Gold Corp.

VANCOUVER, BC T heNewswire January 13, 2025 Element79 Gold Corp. (CSE: ELEM) (OTC: ELMGF) (FSE: 7YS) ("Element79", or the "Company") is excited to announce that, in connection with its proposed spin out transaction, it has entered an arrangement agreement dated January 10, 2025 (the " Arrangement Agreement "), with its majority owned subsidiary, Synergy Metals Corp. (" Synergy "), and that it has also entered into a merger agreement dated January 10, 2025 (the " Merger Agreement "), with Synergy, Synergy's wholly owned subsidiary, 1515041 B.C. Ltd. (" Synergy SubCo "), and 1425957 B.C. Ltd. (" 142 "), as further described below.

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Silver Crown Royalties Announces Corporate Update

Silver Crown Royalties Announces Corporate Update

(TheNewswire)

Silver Crown Royalties

TORONTO, ON, January 10, 202 5 TheNewswire - Silver Crown Royalties Inc. (" Silver Crown ", " SCRi ", the " Corporation ", or the " Company ") (CBOE:SCRI; OTCQX:SLCRF; FRA:QS0) wishes to provide an update on its 2024 progress and 2025 expectations. Based on minimum silver payment obligations, we anticipate receipt of cash payments on 15,180 ounces of silver for 2024 and 36,063 ounces of silver in 2025 on our royalty portfolio.

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Horizon Minerals Limited  Placement for Project Development

Horizon Minerals Limited Placement for Project Development

Perth, Australia (ABN Newswire) - Horizon Minerals Limited (ASX:HRZ) is pleased to provide an update on funding initiatives for project development which may potentially include retiring or refinancing debt.

HIGHLIGHTS

- Horizon has negotiated and executed a Share Subscription Agreement (SSA) with Golden Crane Holdings Limited, for a two tranche Private Placement to issue a total of 213,888,888 ordinary shares at $A0.045 for A$9,625,000 in cash

- Funds to be used for existing and further project development and potentially for the retiring or refinancing of debt

- Horizon approved the development of Boorara in late July 2024 to mine a series of four open pits containing 1.24Mt of ore at 1.24g/t Au for 49.5koz of gold

- The first ore stockpile of 54,380 tonnes has undergone assaying and metallurgical test work and is being hauled to the Paddington mill for first gold production which is imminent

- Mining at Phillips Find commenced during October 2024 by Joint Venture (JV) with BML Ventures Pty Ltd (BML) and first gold bearing ore is now being mined. Processing of 200kt will commence in February 2025 at FMR Investments Pty Ltd, Greenfields Mill and complete by the end of June 2025.

Placement

The Placement involves the issue of 213,888,888 new fully paid ordinary shares (New Shares) at an issue price of $0.045 per share for total funds to be received of A$6,345,000 (less 2.5% broker fee). The Placement will be completed in two tranches:

- Tranche 1: 141,000,000 New Shares issued Monday to an unrelated party for A$6,345,000 utilising available placement capacity under ASX listing rule 7.1

- Tranche 2: 72,888,888 New Shares issued in the next few months (with timing dependent on Foreign Investment Review Board approval, if required) to an unrelated party for A$3,280,000 utilising available placement capacity under ASX listing rule 7.1A in respect of the issue of 1,967,021 New Shares and the balance of 70,921,867 New Shares will be issued pursuant to listing rule 7.1.

Commenting on the mining progress, Managing Director and CEO Mr Grant Haywood said:

"We are very pleased to have the support of a new private equity investor who has committed to provide $9.625 million to fund the Company's ongoing project developments at Boorara and Phillips Find Project. With the gold price at all-time highs, we look forward to ongoing gold production from Boorara and Phillips Find, and further production optionality in the future from our advanced suite of development ready assets."



About Horizon Minerals Limited:  

Horizon Minerals Limited (ASX:HRZ) is a gold exploration and mining company focussed on the Kalgoorlie and Menzies areas of Western Australia which are host to some of Australia's richest gold deposits. The Company is developing a mining pipeline of projects to generate cash and self-fund aggressive exploration, mine developments and further acquisitions. The Teal gold mine has been recently completed.

Horizon is aiming to significantly grow its JORC-Compliant Mineral Resources, complete definitive feasibility studies on core high grade open cut and underground projects and build a sustainable development pipeline.

Horizon has a number of joint ventures in place across multiple commodities and regions of Australia providing exposure to Vanadium, Copper, PGE's, Gold and Nickel/Cobalt. Our quality joint venture partners are earning in to our project areas by spending over $20 million over 5 years enabling focus on the gold business while maintaining upside leverage.

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Lode Gold Updates US OTC Market Symbol to LODFF

Lode Gold Updates US OTC Market Symbol to LODFF

Lode Gold Resources Inc. (TSXV: LOD) (OTCQB: LODFF) ("Lode Gold " or the "Company") is pleased to announce it has updated its trading symbol in the US on OTCQB.

The company's common shares, which were previously traded under the ticker symbol LODFF on the OTCQB, will now be traded on the OTCQX under the same symbol LODFF, starting from December 10th, 2024. Lode Gold Resource will still be trading on the TSX Venture Exchange in Canada under the symbol LOD.V.

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