NV Gold Closes CDN$3,000,000 Non-Brokered Private Placement

Rhea-AI Summary

Nevada Gold Corporation has successfully completed a private placement of CDN$3,000,000, selling 12,000,000 units at CDN$0.25 each. Each unit includes one share and one warrant, which can be exercised at CDN$0.40 until May 2024. The funds will enhance exploration in Nevada, especially for the Slumber and Sandy Gold Projects. Crescat Capital, a major investor, increased its stake to approximately 11.63% of the issued shares. Additionally, 605,000 stock options were granted to officers at a price of CDN$0.50, reflecting a premium over the private placement price.

Positive

• Completed CDN$3,000,000 private placement to support exploration projects.
• Strong investor interest, including Crescat Capital increasing holdings to approx. 11.63%.
• Funding will advance exploration on multiple drill-ready gold projects.

Negative

• None.

VANCOUVER, BC / ACCESSWIRE / May 26, 2021 / NV Gold Corporation (TSXV:NVX)(OTCQB:NVGLF) ("NV Gold" or the "Company") is pleased to announce that it has closed the CDN$3,000,000 non-brokered private placement previously announced on May 5^th, 2021 (the "Placement"). The Company sold 12,000,000 units (the "Units") at CDN$0.25 per Unit. Each Unit consists of one Share and one Warrant, each Warrant exercisable to acquire one common share at CDN$0.40 per share until May 25, 2024. No finders fees were paid in the closing of the Placement, and to minimize dilution, the Company did not accept subscriptions above CDN$3,000,000.

"We are pleased to have received exceptional interest in our private placement to support our vision to make one of the next big gold discoveries in Nevada. As we enter one of our busiest exploration seasons in our corporate history, we appreciate Crescat Capital's support by further increasing its holdings in NV Gold, and also new large long term strategic investors from Europe, North America, and Asia," commented Peter A. Ball, President and CEO of NV Gold. "As we push forward in 2021, NV Gold controls an extensive portfolio of drill-ready gold projects and the recent signing of a US$10M option agreement by Hochschild Mining on our SW Pipe Gold Project is a reflection of the potential of our portfolio's potential. We are currently putting together a comprehensive exploration program to test multiple other projects, including deep core hole programs at the Slumber and Sandy Gold Projects. In addition, our technical team is currently reviewing accretive acquisitions and also speaking with various groups for joint ventures on projects within our portfolio."

Kevin Smith, Crescat's founder and CIO, said, "We continue to be bullish on the year ahead in the gold sector and to participate with a significant position in NV Gold in their hunt for the next major gold discovery in Nevada. With an exceptional technical team and board of directors, we continue to be supportive of their focused exploration efforts underway in Nevada within their extensive portfolio of drill ready gold projects."

Crescat Portfolio Management LLC ("Crescat") acquired 2,000,000 Units in the Placement and the Company has granted Crescat a right to participate in future equity financings of the Company to allow it to maintain its pro-rata ownership of the common shares of the Company, for as long as Crescat holds at least 5% of the Company's common Shares. Crescat previously purchased 5,125,000 Units of the Company in its previous private placements which closed May 26^th, 2020 and August 24, 2020, and now holds 8,938,112 common shares of NV Gold, and warrants to purchase 4,562,500 common shares. Crescat's holdings in NV Gold represents approximately 11.63% of the issued shares of NV Gold and approximately 16.6% on a diluted basis (assuming all of Crescat's warrants are exercised, but none by other warrant holders).

The net proceeds of the Placement will be used by the Company for the advancement of its exploration assets in Nevada, including the Slumber and Sandy Gold Projects, and for general working capital. The common shares forming part of the Units and any shares issued upon exercise of the Warrants are subject to a hold period which expires on September 26, 2021.

The Company also announces that it has granted incentive stock options to officers and directors under its Stock Option Plan entitling them to purchase an aggregate of up to 605,000 common shares of the Company. The stock options are exercisable on or before May 25^th, 2026 at a price of CDN$0.50 per share, subject to TSX Venture Exchange acceptance. The incentive option pricing represents a 100% premium to the Company's private placement price that closed today, and a 28% premium to the Company's closing share price on May 25^th, 2021 of CDN$0.39. Of note, Board members are not paid Board Fees.

About Crescat Capital LLC

Crescat is a global macro asset management firm headquartered in Denver, Colorado, which deploys tactical investment themes based on proprietary value-driven equity and macro models. Crescat's investment goals are to provide industry leading absolute and risk-adjusted returns over complete business cycles with low correlation to common benchmarks and they apply their investment process across a mix of asset classes and strategies. Crescat is taking activist stakes in the precious metals exploration industry today and has recently launched a new private fund to focus on that strategy.

About NV Gold Corporation

NV Gold (TSXV: NVX; OTCQB: NVGLF) is a well-financed exploration company based in Vancouver, British Columbia that is focused on delivering value through mineral discoveries in Nevada, USA, leveraging its highly experienced in-house technical knowledge.

On behalf of the Board of Directors,

Peter A. Ball
President & CEO

For further information, visit the Company's website at www.nvgoldcorp.com or contact:

Peter A. Ball, President & CEO
Phone: 1-888-363-9883
Email: peter@nvgoldcorp.com

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward Looking Statements

This news release includes certain forward-looking statements or information. All statements other than statements of historical fact included in this release, including, without limitation, statements regarding the Company's planned exploration activities, including the planned deep core hole program at the Slumber Gold Project and the potential for a discovery at its properties, are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such 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 plans or expectations include regulatory issues, market prices, availability of capital and financing, general economic, market or business conditions, timeliness of government or regulatory approvals, the extent to which mineralized structures extend on to the Company's Projects and other risks detailed herein and from time to time in the filings made by the Company with securities regulators. The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as otherwise required by applicable securities legislation.

SOURCE: NV Gold Corporation

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FAQ

What was the amount raised in NV Gold's private placement on May 26, 2021?

NV Gold raised CDN$3,000,000 in its private placement.

How many units were sold in NV Gold's private placement?

NV Gold sold 12,000,000 units at CDN$0.25 each.

What is the exercise price for warrants issued in NV Gold's private placement?

The warrants are exercisable at CDN$0.40 per share until May 25, 2024.

How will NV Gold use the proceeds from the private placement?

The proceeds will be used for the advancement of exploration assets in Nevada and for general working capital.

What percentage of NV Gold does Crescat Capital own after the placement?

Crescat Capital owns approximately 11.63% of NV Gold's issued shares after the placement.