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Margaret Lake RTO target Emerging arranges loan

2024-02-28 15:34 ET - News Release

Subject: News Release for Dissemination Word Document

File: '\\swfile\EmailIn\20240228 121300 Attachment Margaret Lake News - Emerging Update and Loan Facility - Feb 2024 DT.docx'

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NOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION

IN THE UNITED STATES

MARGARET LAKE DIAMONDS REVERSE TAKE OVER TARGET "EMERGING GOLDFIELDS" ANNOUNCES LOAN FACILITY LETTER AND PROVIDES UPDATE

Vancouver, British Columbia - February 29th, 2024 - Margaret Lake Diamonds Inc. (TSXV:DIA) (OTC:DDIAF) (FSE:M85A) ("DIA" or the "Company") announces that subsequent to its Reverse Takeover of Emerging Goldfields Resources Ltd. ("Emerging") announcement on December 28th 2023, Emerging has received a loan facility comfort letter, dated January 25th 2024, indicating the Bank of Georgia will provide a loan facility of USD $500,000.00 (five hundred thousand) with an 8% interest rate, once Emerging provides completed contracts with a mining contractor, processing plant and gold concentrate offtake and providing a guarantee for the loan property as a security. The Bank of Georgia Group PLC is Georgia's largest bank and is listed on the London Stock Exchange under the symbol "BGEO".

Mr. Mamuka Zakareishvili, Associate Corporate Banker in Corporate and Investment Banking stated in the loan facility letter: "Based on our understanding, the direct sale of Emerging's ore will have a significant impact on the operations capacity. This Upgrade will allow for the processing of 200,000 tons of ore annually, resulting in an annual gold production increase of up to 1 tonne."

Margaret Lake Diamonds CEO, Mr. Yari Nieken states: "We would like to thank Mr. Zakareishvili and the Bank of Georgia for their confidence and support as we work to complete this reverse takeover with Emerging Goldfields. This loan facility will provide Emerging with near term funding to secure the equipment necessary to begin shipments of ore from the Azatek gold property to a nearby mill for processing. We anticipate the completion of our recently announced RTO financing and look forward to the commencement of gold production."

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.

On behalf of the Board

Margaret Lake Diamonds Inc.

"Yari Nieken"

President, Chief Executive Officer, Chairman

Tel: 604.328.0425 | Email: ynieken@gmail.com

ANY SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 (THE "1933 ACT") AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO A U.S. PERSON IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT.

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. The Exchange has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the content of this press release.

The information contained or referred to in this press release relating to Emerging has been furnished by Emerging. Although DIA has no knowledge that would indicate that any statement contained herein concerning Emerging is untrue or incomplete, neither DIA nor any of its respective directors or officers assumes any responsibility for the accuracy or completeness of such information.

Completion of the Transaction is subject to a number of conditions, including but not limited to, Exchange acceptance, receipt of requisite regulatory approvals, completion of the Private Placement and shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approvals, and any ancillary matters thereto, are obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Disclaimer for Forward-Looking Information

This release includes forward-looking statements regarding DIA, Emerging, the Resulting Issuer and their respective businesses, which may include, but is not limited to, statements with respect to the completion of the Transaction, the Proposed Private Placement, the terms and timing on which the Transaction and the Proposed Private Placements are intended to be completed, the use of the net proceeds from the Proposed Private Placements, the ability to obtain regulatory and shareholder approvals, the proposed business plan of the Resulting Issuer and other factors. Often, but not always, Forward-looking statements can be identified by the use of words such as "plans", "is expected", "expects", "scheduled", "intends", "contemplates", "anticipates", "believes", "proposes", "estimates" or variations of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Such statements are based on the current expectations of the management of each entity. The forward-looking events and circumstances discussed in this release, including completion of the Transaction and the Proposed Private Placement, may not occur by certain specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting the companies, including the risk that DIA and Emerging may not obtain all requisite approvals for the Transaction, including the approval of the TSXV for the Transaction (which may be conditional upon amendments to the terms of the Transaction), shareholder approval of the Transaction, risks of the resource industry, failure to obtain regulatory or shareholder approvals, economic factors, any estimated amounts, timing of the Proposed Private Placements, the equity markets generally and risks associated with growth, exploration and development. Although DIA and Emerging have attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and DIA and Emerging undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

Neither 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 news release.

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