NV Gold Announces Non-Brokered Private Placement

(Moderate)

(Neutral)

Rhea-AI Summary

NV Gold (OTCQB:NVGLF, TSXV:NVX) announced a non-brokered private placement of up to 4,670,000 units at $0.30 per unit for gross proceeds of up to $1,401,000 CAD.

Each unit includes one share and half a warrant, with whole warrants exercisable at $0.60 for two years, subject to an acceleration clause. Proceeds are expected to fund a drill program and working capital.

Positive

Up to $1,401,000 CAD in gross proceeds from private placement
Issue of up to 4,670,000 units at $0.30 per unit
Warrants exercisable at $0.60 for two years may provide extra capital
Proceeds expected to fund an anticipated drill program and working capital

Negative

Equity financing implies potential share dilution for existing shareholders
Offering completion remains subject to approval of the Exchange
All securities subject to a four-month-plus-one-day hold period
Finder’s fee of up to 6% may increase capital-raising costs

News Market Reaction – NVGLF

-6.63%

-6.63% News Effect

On the day this news was published, NVGLF declined 6.63%, reflecting a notable negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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06/30/2026 - 08:30 AM

Not for distribution to United States newswire services or for release publication, distribution or dissemination directly, or indirectly, in whole or in part, in or into the United States.

VANCOUVER, BC / ACCESS Newswire / June 30, 2026 / NV Gold Corporation (TSXV:NVX)(OTCQB:NVGLF)(FSE:8NV) ("NV Gold" or the "Company"), announces a non-brokered private placement for gross proceeds of up to $1,401,000 (CAD) through the issuance of up to 4,670,000 units ("Units") at a price of $0.30 per Unit (the "Offering"). Each Unit will consist of one common share (each, a "Share") and one half of one transferable common share purchase warrant (two half warrants create one "Whole Warrant"). Each whole Warrant is exercisable at a price of $0.60 and expires 2 years from the issuance date. Each warrant is subject to an acceleration provision, which is triggered if at any time the Corporation's common shares have a closing price of $0.75 per share for a period of five (5) consecutive trading days. The acceleration would be triggered by a news release that would give warrant holders 30 days to exercise.

A Finder's Fee of six (6) percent may be payable on portions of this offering. Insiders may participate in the Offering.

All securities issued in connection with the Offering will be subject to a statutory hold period expiring four months and one day after closing of the Offering. Completion of the Offering is subject to the approval of the Exchange. Any participation by insiders in the Offering will constitute a related party transaction under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") but is expected to be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.

The aggregate gross proceeds from the Offering are expected to be used for an anticipated drill program and general working capital.

None of the securities sold in connection with the Offering will be registered under the United States Securities Act of 1933, as amended, and no such securities may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About NV Gold Corporation

NV Gold Corporation is a well-organized exploration company with ~29.5 million shares issued and no debt. NV Gold has 12 exploration projects in Nevada, and one in Switzerland. The Company's Flagship project, Slumber, is very active in the early stages of discovery. Drilling at Slumber has already identified a substantial oxide gold system and plans near-term advancement through a significant drill program in late 2026. The Company is based in Vancouver, British Columbia, and Reno, Nevada and is focused on delivering value through mineral discoveries in Nevada, USA. Leveraging its expansive property portfolio, with its highly experienced in-house technical team, 2026 promises to be highly productive for NV Gold.

On behalf of the Board of Directors,

John Watson, Chairman and CEO

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

Freeform Communications at 604.245.0054

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

Cautionary Statement Regarding Forward-Looking Statements

This news release includes certain "forward-looking statements" under applicable Canadian securities legislation that are not historical facts. Forward-looking statements involve risks, uncertainties, and other factors that could cause actual results, performance, prospects, and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements in this news release include, but are not limited to, statements with respect to the expectations of management regarding the proposed Offering, the expectations of management regarding the use of proceeds of the Offering, closing conditions for the Offering, the expiry of hold periods for securities distributed pursuant to the Offering, and Exchange approval of the proposed Offering. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements including that: the Company may not complete the Offering on terms favorable to the Company or at all; the Exchange may not approve the Offering; the proceeds of the Offering may not be used as stated in this news release; the Company may be unable to satisfy all of the conditions to the Closing; and those additional risks set out in the Company's public documents filed on SEDAR+ at www.sedarplus.ca. Although the Company believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Except where required by law, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

SOURCE: NV Gold Corporation

View the original press release on ACCESS Newswire

FAQ

What did NV Gold (OTCQB:NVGLF) announce on June 30, 2026 regarding a private placement?

NV Gold announced a non-brokered private placement of up to 4,670,000 units at $0.30 per unit. According to the company, this could raise gross proceeds of up to $1,401,000 CAD for exploration and general working capital.

What are the terms of the NV Gold (NVGLF) units and warrants in the 2026 private placement?

Each NV Gold unit includes one common share and half a common share purchase warrant. According to the company, each whole warrant is exercisable at $0.60 for two years and includes an acceleration clause if shares close at $0.75 for five consecutive days.

How will NV Gold use the proceeds from its June 2026 private placement (NVGLF)?

NV Gold expects to use the aggregate gross proceeds for an anticipated drill program and general working capital. According to the company, this funding will support exploration activities and ongoing corporate needs rather than specific acquisition-related spending.

Are there resale restrictions on NV Gold (NVGLF) securities issued in the June 2026 financing?

Yes, all securities issued in the offering will be subject to a statutory hold period. According to the company, the hold expires four months and one day after the closing date of the non-brokered private placement.

Can U.S. investors participate in the June 2026 NV Gold (NVGLF) private placement?

The securities will not be registered under the U.S. Securities Act of 1933 and cannot be offered or sold in the United States without registration or an exemption. According to the company, the announcement does not constitute an offer or solicitation in any unlawful jurisdiction.

Will insiders participate in the NV Gold (NVGLF) June 2026 private placement and what regulations apply?

Insiders may participate, making the financing a related party transaction under MI 61-101. According to the company, it expects exemptions from formal valuation and minority shareholder approval requirements for this June 2026 non-brokered offering.

Is there a finder’s fee associated with the NV Gold (NVGLF) 2026 private placement?

A finder’s fee of up to six percent may be payable on portions of the offering. According to the company, this fee applies selectively within the non-brokered private placement structure announced on June 30, 2026.