Original News Release
NV Gold closes $645,000 private placement
Mr. John Watson reports
NV GOLD ANNOUNCES CLOSING OF NON-BROKERED PRIVATE PLACEMENT
Further to the news release of Jan. 27, 2026, NV Gold Corp. has completed its non-brokered private placement whereby it issued 3,225,000 units at a price of 20 cents per unit for gross proceeds $645,000. Each unit consists of one common share and one transferable common share purchase warrant. Each warrant is exercisable at a price of 50 cents and expires two years from the date of issuance, subject to an acceleration right held by the company if the shares have a closing price of over 50 cents per share for a period of three consecutive trading days at any time from the date that is four months and one day after the closing on the TSX Venture Exchange in which case the company may accelerate the expiry of the warrants by giving notice to the holders thereof (by disseminating a news release advising of the acceleration of the expiry date of the warrants), and, in such case, the warrants will expire on the 30th day after the date of such notice.
All securities issued in connection with the offering are subject to a statutory hold period expiring four months and one day after closing of the offering.
In connection with the closing of the offering, the company paid cash finder fees of $2,400 to one eligible finder.
The aggregate gross proceeds from the offering are expected to be used for general working capital.
An insider participated in the offering and is considered to be a related party within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). Accordingly, the issuance is considered to be a related-party transaction within the meaning of MI 61-101 but is exempt from the valuation requirement of MI 61-101 by virtue of the exemption contained in Section 5.5(b) as the company's common shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in Section 5.7(a) of MI 61-101 in that the fair market value of the consideration of the shares to be issued to the related party does not exceed 25 per cent of the company's market capitalization.
About NV Gold Corp.
NV Gold is a well-organized exploration company with approximately 26.2 million shares issued and no debt. NV Gold has 12 exploration projects in Nevada and one in Switzerland. The company has three priority projects including Slumber, Triple T and SW Pipe. The company is based in Vancouver, B.C., and Reno, Nev., and is focused on delivering value through mineral discoveries in Nevada, United States. Leveraging its expansive property portfolio, its highly experienced in-house technical team and its extensive geological data library, 2026 promises to be highly productive for NV Gold.
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