Nation Gold Completes 100% Acquisition of the Bonito Gold-Silver Project in New Mexico and Concurrent Non-Brokered Private Placement

Executive Summary

• Nation Gold Corp. completed the acquisition of a 100% interest in the Bonito gold‑silver project in New Mexico, paying $200,000 cash and issuing 13 million common shares as consideration.
• The company simultaneously closed a non‑brokered private placement raising $1.56 million through the sale of 7.8 million units at $0.20 each, each unit consisting of one share and half a warrant.
• Proceeds from the financing will be used for general working capital; the acquisition positions Nation Gold to commence a modern drill program on the Bonito Project.

Key Details

• Acquisition Consideration – $200,000 cash paid to date; an additional $100,000 payable upon either (i) receipt of an initial drill permit for Bonito or (ii) 18 months after closing.
• Equity Issuance – 13,000,000 common shares issued to nominees of Cannon Bridge at a deemed price of $0.20 per share; subject to a statutory four‑month hold period and an additional hold up to 18 months per CSE policy.
• Exchange Approval – The Canadian Securities Exchange approved the acquisition and related share issuance.
• Private Placement Structure – 7,800,000 units sold at $0.20 per unit for gross proceeds of $1,560,000. Each unit includes:
• 1 common share of Nation Gold Corp.
• ½ of a common‑share purchase warrant (full warrant exercisable at $0.25 per share, valid until 18 Mar 2028).
• Finder Compensation – Cash finder fees of $79,600 paid; 398,000 non‑transferable finder warrants issued (exercise price $0.20, expiry 18 Mar 2028).
• Hold Periods on New Securities – Four‑month hold period expiring 19 Jul 2026 for shares and warrants issued in the private placement.
• Use of Proceeds – Net proceeds from the offering will be allocated to general working capital purposes.
• Project Background – Bonito Project previously explored by Pioneer Metals and Placer Dome (≈ 3,000 m across 75 historic drill holes, $10 M total prior investment). No modern drilling since 1990; potential near‑surface gold‑silver system with underlying copper‑molybdenum porphyry target.
• Future Plans – Company intends to obtain necessary permits and launch its first modern drill program on Bonito following the acquisition and financing closure.

Notable Quotes

“The 100% acquisition of the Bonito Project marks an important milestone for Nation Gold, as we establish our presence with a flagship U.S. asset… With this transaction complete and the concurrent financing in place, we look forward to advancing exploration planning and working toward our first drill program at Bonito.” – Mark Bailey, CEO & Director

All forward‑looking statements are subject to risks and uncertainties detailed in the release.