NEVADA KING TO EFFECT SHARE CONSOLIDATION

Rhea-AI Summary

Nevada King Gold Corp (OTCQB: NKGFF) will consolidate its issued common shares on a 1-for-5 basis, effective May 7, 2026. The company expects post-consolidation share count of 100,366,913 from 501,834,569 pre-Consolidation shares, with rounding rules for fractions. New ISIN: CA64135V2049; new CUSIP: 64135V204. The company retains the name Nevada King Gold Corp and trading symbol NKG. Outstanding options will be adjusted proportionately and registered holders will receive transmittal instructions from the transfer agent.

Positive

• Outstanding share count reduced from 501,834,569 to 100,366,913
• Consolidation effective date set for May 7, 2026
• New ISIN CA64135V2049 and CUSIP 64135V204 assigned
• Options to be adjusted proportionately per their terms

Negative

• No cash paid for rounded-down fractional shares
• Consolidation may reduce share liquidity by lowering outstanding float

VANCOUVER, BC, May 4, 2026 /PRNewswire/ - Nevada King Gold Corp. (TSXV: NKG) (OTCQB: NKGFF) ("Nevada King" or the "Company") is pleased to announce that, further to its news release dated April 10, 2026 and pursuant to the provisions of the Business Corporations Act (British Columbia) and the articles of the Company, the board of directors of the Company has approved and the Company intends to effect the consolidation of all of the issued and outstanding common shares of the Company (the "Common Shares") on the basis of one (1) new Common Share for every five (5) currently issued and outstanding Common Shares (the "Consolidation").

John Sclodnick, CEO of Nevada King commented: "This strategic consolidation is a key step in Nevada King's evolution to a more institutional capital structure. By optimizing our share count and increasing our share price, we are effectively removing barriers that have previously prevented some institutional investors from owning our shares. Following our recent C$16.3 million financing and the doubling of our Phase 4 drill program to 40,000 metres, this move ensures that our capital structure is as robust as our exploration pipeline, improving our ability to create long-term shareholder value."

The Common Shares are expected to commence trading on a post-Consolidation basis on May 7, 2026 (the "Effective Date"). The new ISIN and CUSIP numbers for the post-Consolidation Common Shares will be CA64135V2049 and 64135V204, respectively. The Company will retain its current name, "Nevada King Gold Corp.", and trading symbol, "NKG".

As of the date hereof, the Company has 501,834,569 Common Shares outstanding. Following completion of the Consolidation, the Company expects to have 100,366,913 Common Shares issued and outstanding, subject to adjustments for rounding. No fractional Common Shares will be issued in connection with the Consolidation. Any fractional interest arising from the Consolidation will be rounded to the nearest whole Common Share, with fractions of one-half (0.5) or greater rounded up to the nearest whole Common Share and fractions of less than one-half (0.5) rounded down to the nearest whole Common Share. No consideration will be paid in respect of rounded-down fractional Common Shares. The Company's outstanding stock options will be proportionately adjusted in accordance with their respective terms.

Registered holders of Common Shares as of the Effective Date will receive a letter of transmittal from the Company's transfer agent, Alliance Trust Company, with instructions for exchanging their pre-Consolidation share certificates and DRS statements for post-Consolidation share certificates and DRS statements. Non-registered or beneficial holders of Common Shares holding Common Shares through a broker or other intermediary are advised to contact their intermediary to make an election and arrange for the exchanges of their Common Shares on their behalf.

About Nevada King Gold Corp.

Nevada King is focused on advancing and growing its 100% owned, past producing, 130km² Atlanta Gold Mine project located along the Battle Mountain trend in southeast Nevada. The project hosts an NI 43-101 compliant pit-constrained oxide resource of 1,020koz Au in the measured and indicated category (27.7M tonnes at 1.14 g/t) plus an inferred resource of 99koz Au (3.6M tonnes at 0.84 g/t) based on US$2,200/oz Au and US$25/oz Ag. For the full particulars of the mineral resource, including the assumptions relating thereto, see the NI 43-101 Technical Report titled "Technical Report and Estimate of Gold and Silver Mineral Resources for the Atlanta Project, Lincoln County, Nevada, USA" with an effective date of September 6, 2024, and a report date of July 18, 2025, as prepared by RESPEC (formerly Mine Development Associates) and filed under the Company's profile on SEDAR+ www.sedarplus.ca.

Please see the Company's website at www.nevadaking.ca.

Qualified Person

The scientific and technical information in this news release has been reviewed and approved by Nevada King VP Exploration, Justin Daley, P.Geo., a non-independent Qualified Person as defined by National Instrument 43-101.

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

Cautionary Statements Regarding Forward Looking Information

This news release contains certain "forward-looking information" and "forward-looking statements" (collectively "forward-looking statements") within the meaning of applicable securities legislation. All statements, other than statements of historical fact, included herein, without limitation, statements relating to the anticipated Effective Date of the Consolidation and the mailing of the letters of transmittal, are forward-looking statements. Forward-looking statements are frequently, but not always, identified by words such as "expects", "anticipates", "believes", "intends", "estimates", "potential", "possible", and similar expressions, or statements that events, conditions, or results "will", "may", "could", or" should" occur or be achieved. 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. Forward-looking statements reflect the beliefs, opinions and projections on the date the statements are made and are based upon a number of assumptions and estimates that, while considered reasonable by Nevada King, are inherently subject to significant business, economic, technical, geologic, environmental, regulatory, competitive, political and social uncertainties and contingencies. Many factors, both known and unknown, could cause actual results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements and the parties have made assumptions and estimates based on or related to many of these factors. Such factors include, without limitation, the ability to complete proposed exploration work, the results of exploration, continued availability of capital, and changes in general economic, market and business conditions. Readers should not place undue reliance on the forward-looking statements and information contained in this news release concerning these items. For a more detailed discussion of additional risks and other factors that could cause actual results to differ materially from those expressed or implied by forward-looking statements in this news release, please refer to the Company's filings with Canadian securities regulators available under the Company's profile on SEDAR+ at www.sedarplus.ca. Nevada King does not assume any obligation to update forward-looking statements should beliefs, opinions, projections, or other factors, change, except as required by applicable securities laws.

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SOURCE Nevada King Gold Corp.

FAQ

What is the Nevada King (NKGFF) share consolidation ratio and effective date?

The consolidation is 1 new common share for every 5 currently issued shares, effective May 7, 2026. According to Nevada King, trading will commence on a post-Consolidation basis on that Effective Date and new ISIN and CUSIP identifiers will apply.

How many Nevada King (NKGFF) shares will be outstanding after the 1-for-5 consolidation?

Nevada King expects 100,366,913 common shares outstanding after the Consolidation. According to Nevada King, this estimate is subject to rounding adjustments and reflects the conversion from 501,834,569 pre-Consolidation shares.

What happens to fractional Nevada King (NKGFF) shares from the consolidation?

Fractional shares will be rounded to the nearest whole share; fractions ≥0.5 round up. According to Nevada King, no cash will be paid for rounded-down fractional interests and rounding rules are specified in the notice.

Will Nevada King (NKGFF) change its ticker or company name after the consolidation?

No, the company will retain the name Nevada King Gold Corp and the trading symbol NKG. According to Nevada King, only the share count and identifiers (ISIN/CUSIP) will change post-Consolidation.

How will Nevada King's (NKGFF) stock options be affected by the consolidation?

Outstanding stock options will be proportionately adjusted according to their terms to reflect the 1-for-5 consolidation. According to Nevada King, option exercise prices and quantities will be modified consistent with plan provisions.