OroEx Corp. Pre-Approves Great Eagle Gold's California-Based Cahuilla Gold Project for Tokenization into NatGold Coins

Rhea-AI Summary

Great Eagle Gold Corp. (CSE: GEGC, OTC Pink: GEGCF, FSE: GI8) announced the pre-approval for tokenizing its Cahuilla Gold Deposit in California into NatGold coins by OroEx Corp. The project has 1,420,660 indicated and 82,487 inferred gold resources, qualifying it for 584,761 NatGold coins valued over $560M. Of these, 470,733 coins will be retained by Great Eagle, with 47,073.3 allocated for shareholder dividends. The acquisition deal with Teras Resources totals $18,376,904, divided into two phases. Great Eagle aims to acquire 3 million ounces of tokenization-ready gold deposits by end-2024. The final tokenization approval is pending completion of the Definitive Agreement. A non-brokered private placement for up to $1M is also announced, with funds intended for due diligence, liabilities, and working capital.

Positive

• Pre-approval for tokenizing 1,420,660 indicated and 82,487 inferred gold resources into 584,761 NatGold coins valued over $560M.
• Retention of 470,733 NatGold coins, with 47,073.3 allocated for shareholder dividends.
• Ambitious strategic goal to acquire 3 million ounces of tokenization-ready gold deposits by end-2024.
• Acquisition of Cahuilla Gold Project for a total of $18,376,904, a significant step towards the goal.

Negative

• Final tokenization approval is conditional and pending the completion of the Definitive Agreement with Teras Resources.
• Significant financial commitment required for the acquisition deal, with $8,616,660 for Phase 1 and $9,760,243 for Phase 2.
• The non-brokered private placement financing indicates a need for additional capital, potentially diluting existing shareholders.

Burnaby, British Columbia--(Newsfile Corp. - June 24, 2024) - Great Eagle Gold Corp. (CSE: GEGC) (OTC Pink: GEGCF) (FSE: GI8) ("Great Eagle"), the world's premier NatGold Miner, proudly announces it's the first company to receive pre-approval from New York-based OroEx Corp. For the tokenization of a certified gold deposit into NatGold™ coins.

Once its acquisition is completed, Great Eagle Gold Corp.'s Cahuilla Gold Deposit, a NI 43-101 certified resource located on a U.S. patented land claim in California, has been pre-approved for this initial tokenization. The project boasts 1,420,660 indicated gold resources and 82,487 inferred gold resources, qualifying it for the minting of 584,761 NatGold coins with a gross projected baseline intrinsic coin value exceeding US$560 million.

Of the total 584,761, after paying tokenization fees and ESG contributions, Great Eagle would retain 470,733 (80.5%) NatGold coins of which 47,073.3 (10%) would be allocated to the NatGold Dividend Program for direct distribution to Great Eagle shareholder's digital wallets.

Great Eagle Gold President and Director, Andrew Fletcher, stated, "We are extremely pleased to be first in line to tokenize the Cahuilla Gold Project into NatGold coins with OroEx. We are confident our team will meet all the obligations outlined in the binding LOI we entered into as a prelude to signing a Definitive Agreement with Teras Resources."

Fletcher continued, "Cahuilla is just the first of several planned acquisitions of U.S. Patented Land Claims containing NI 43-101 certified gold resources for Great Eagle Gold. Our mission is to maintain our leadership position as the premier NatGold miner in the rapidly emerging NatGold industry. Our strategic goal is to acquire at least 3 million ounces of tokenization-ready gold deposits by the end of 2024. The Cahuilla Gold Project acquisition alone represents 50.1% of our 2024 resource acquisition goal."

Andrés Fernández, Chairman and CEO of OroEx, stated, "This is an incredibly important milestone for OroEx and the entire NatGold community. The Cahuilla Gold Deposit meets the rigorous standards set by the International NatGold Council for tokenization, ensuring perpetual title with no fees or taxes, and fully transferable title. This pre-approval sets the table for the future of NatGold as we continue to work on the development of the NatGold tokenization and monetization ecosystem. Securing tokenization supply is a vital part of our pre-launch preparation process currently scheduled for the fourth quarter of 2024."

On May 16, 2024, Great Eagle announced it had signed a binding letter of intent ("LOI") with Teras Resources Inc. to acquire 100% of the subsurface mineral rights pertaining to a U.S. Patented Land Claim package, located in Imperial County, California, collectively known as the Cahuilla Gold Project.

Cahuilla is a historic gold deposit well-known within the gold mining industry. It has undergone extensive exploration since the 1980s, involving seven different mining companies including major gold producers such as Homestake, Newmont, Kennecott, and most recently, Teras Resources Inc. Teras alone has invested more than $26 million in the property.

Great Eagle Gold is in the process of completing a Definitive Agreement with Teras Resources Inc. The Cahuilla gold project spans two land packages, divided into separate gold/silver deposits, each associated with a two-phase acquisition deal. The first phase ("Phase 1") is a binding agreement where Teras will sell the initial deposit to Great Eagle for $8,616,660. The second phase ("Phase 2") involves Great Eagle purchasing the remaining deposit for $9,760,243. The total agreed purchase price for the entire Cahuilla gold project is $18,376,904.

The final tokenization approval process, conducted by the independent NatGold Integrity Trust, operated under the direction of the Swiss-based International, will commence once Great Eagle has completed the Definitive Agreement with Teras Resources Inc. If granted, such final approval will be conditional upon Great Eagle completing all terms of the Definitive Agreement, which includes taking full ownership of the mining title in its name prior to tokenization. Additionally, the Cahuilla Gold Project could be tokenized in two tranches, reflecting Great Eagle's two-phase acquisition.

For more information regarding the tokenization process, the NatGold tokenization ratios utilized, and the resulting NatGold coin allocations, please visit www.oroex.com/first-natgold-minting.

Private Placement Update

As previously announced, the Company confirms its intention to complete a non-brokered private placement financing for gross proceeds of up to $1,000,000 (the "Financing"), with amended terms. This is now expected to consist of up to 3,333,333 units (each, a "Unit") at a revised price of $0.30 per Unit, or as determined by Great Eagle management in accordance with Canadian Securities Exchange (the "Exchange") regulations. Each Unit will include one common share and one common share purchase warrant (each whole warrant, a "Warrant"). Each whole Warrant will be exercisable for an additional common share of Great Eagle at $0.75 per share for twenty-four months following the closing of the Financing. The Financing, subject to an over-allotment of up to $200,000 at the Company' s discretion, will be subject to Exchange acceptance, and all securities issued will adhere to a four-month hold period as per applicable securities legislation.

Great Eagle plans to pay finder's fees of up to 10% in cash and warrants in connection with the Financing. Certain directors, officers, and insiders of Great Eagle may participate in the Financing. Net proceeds are expected to be used for acquisition due diligence reviews, payment of current liabilities and ongoing working capital requirements.

About OroEx Corp.

Based in New York, NY, OroEx Corp. is a pioneering company at the forefront of the rapidly developing ESG-inspired digital gold revolution. As the founder and exclusive global NatGold tokenization and monetization ecosystem manager, OroEx tokenizes in-ground certified gold resources into NatGold Coins, providing a sustainable and ESG-friendly alternative to traditional gold extraction methods while unlocking gold's timeless monetary value. Committed to transparency, security, and integrity, OroEx aims to deliver exceptional value to its shareholders and partners while championing a fair and just gold-backed currency alternative to the ailing global fiat monetary system. For more information, visit www.oroex.com.

About Great Eagle Gold Corp.

Great Eagle Gold Corp. (CSE: GEGC) (OTC Pink: GEGCF) (FSE: GI8), a Canadian public company also listed in the United States and Germany, is the world's premier NatGold miner. Championed by the Geneva-based International NatGold Council, NatGold represents a pioneering fusion of gold's timeless wealth protection, ESG principles, and digital asset innovation. This positions NatGold at the forefront of a super-trend that merges these three global investment trends into one unparalleled real-world asset-backed investment opportunity. NatGold captures gold's intrinsic value via a novel, legislatively supported, ESG-friendly digital mining process instead of traditional physical extraction.

Great Eagle's unique strategy focuses on acquiring NI 43-101 certified gold resources to digitally mine into NatGold coins within the cutting-edge NatGold tokenization and monetization ecosystem, operated by New York-based OroEx Corp. This approach allows Great Eagle to adopt an innovative, ESG-friendly method to monetize gold's intrinsic value. The company's immediate focus is on acquiring tokenization-ready U.S. Patented Land Claims containing NI 43-101 certified gold resources while maintaining an eye on global legislative moves that will make global expansion viable. For more information, visit www.greateaglegold.com.

On behalf of the board,

Andrew Fletcher, CEO & Director
Great Eagle Gold Corp.
+1 (778) 372-9723

INVESTOR INQUIRIES:
+1 (754) 946-4527
info@natgoldir.com

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

The securities referred to herein will not be or have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

This news release includes certain statements that may be deemed "forward-looking statements" within the meaning of applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, the completion of the Financing and statements with respect to Great Eagle's operations and the acquisition of NI 43-101 certified gold resources, the ability to digitally mine NatGold coins, the viability of the NatGold tokenization and monetization ecosystem, and development plans, expansion plans, estimates, expectations, forecasts, objectives, predictions and projections of the future. Specifically, this news release contains forward looking statements with respect to Great Eagle's proposed operations, acquiring and developing certified gold resources and their tokenization, and the receipt of required approvals. Generally, forward-looking statements can be identified by the forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "projects", "intends", "anticipates", or "does not anticipate", or "believes", or "variations of such words and phrases or state that certain actions, events or results "may", "can", "could", "would", "might", or "will" be taken", "occur" or "be achieved". Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Great Eagle to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: risks related to the exploration and development and operation of Great Eagle's projects, the actual results of current exploration, development activities, conclusions of economic evaluations, changes in project parameters as plans continue to be refined, future precious metals prices, as well as those factors discussed in the sections relating to risk factors of our business filed in Great Eagle's required securities filings on SEDAR+. Although Great Eagle has attempted to identify important factors that could cause results to differ materially from those contained in forward-looking statements, there may be other factors that cause results to be materially different from those anticipated, described, estimated, assessed or intended.

The forward-looking statements contained in this news release are made as of the date of this news release. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable securities law. Additionally, the Company undertakes no obligation to comment on the expectations of, or statements made, by third parties in respect of the matters discussed above.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/214053

FAQ

What is the significance of the pre-approval for Great Eagle Gold's Cahuilla Gold Project?

The pre-approval allows Great Eagle Gold to tokenize its Cahuilla Gold Deposit into NatGold coins, adding a new dimension to its gold resources with a projected baseline value exceeding $560M.

How many NatGold coins will Great Eagle Gold retain?

Great Eagle Gold will retain 470,733 NatGold coins and allocate 47,073.3 of these for shareholder dividends.

What is the financial commitment for Great Eagle Gold's acquisition of the Cahuilla Gold Project?

The acquisition is divided into two phases, with Phase 1 costing $8,616,660 and Phase 2 costing $9,760,243, totaling $18,376,904.

What are the strategic goals of Great Eagle Gold for 2024?

Great Eagle Gold aims to acquire at least 3 million ounces of tokenization-ready gold deposits by the end of 2024.

What is the purpose of Great Eagle Gold's non-brokered private placement financing?

The financing aims to raise up to $1M for acquisition due diligence, payment of current liabilities, and ongoing working capital requirements.

What are the conditions for the final tokenization approval for Great Eagle Gold?

The final approval is contingent upon Great Eagle completing the Definitive Agreement with Teras Resources and taking full ownership of the mining title.