Mr. James Hesketh reports
VIVA GOLD ANNOUNCES CDN$3.0 MILLION PRIVATE PLACEMENT TO FUND DRILLING OF THE NEW MIDWAY HILLS GOLD DISCOVERY AND TO ADVANCE PERMITTING AT TONOPAH
Viva Gold Corp. intends to complete a non-brokered private placement of up to 18.75 million units at a price of 16 cents per unit for gross proceeds of up to $3-million. Each unit will consist of one common share in the capital of the company and one-half of one non-transferable common share purchase warrant. Each whole warrant will be exercisable to acquire one share at an exercise price of 24 cents per share for a period of 36 months from the date of issuance. Proceeds of the offering will be used principally to finance follow-up drilling at the company's new gold discovery at Midway Hills and to advance the Tonopah gold project into the mine permitting process.
"Discovery of long thicknesses of 1.0-plus g/t gold in the Midway Hills opened up a new target type at Tonopah gold in a rock package that prior operators never tested," said James Hesketh, president and chief executive officer of Viva Gold. "This financing allows us to get back on that discovery with the drill while continuing to advance the base project, completing the engineering and environmental work required to file a mine plan of operations and begin the permitting process. Dundee's participation on a pro rata basis is a strong endorsement from a shareholder that knows this asset well."
Dundee Corp., which currently holds approximately 19.9 per cent of Viva Gold's outstanding common shares, has indicated its intention to participate in the offering on a pro-rata basis to maintain its current ownership position.
Certain insiders of the company may acquire units in the offering. Any participation by insiders in the offering would constitute a related party transaction as defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company expects that any such participation would be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101, as neither the fair market value of the units subscribed for by insiders, nor the consideration paid for such units by insiders will exceed 25 per cent of the company's market capitalization.
Viva Gold intends to use the net proceeds of the offering, after payment of any finders' fees, to advance its 100-per-cent-owned Tonopah gold project in Nevada, including: follow-up exploration drilling at the new gold discovery in the Midway Hills zone of the project; detailed engineering work; environmental baseline studies; and preparation of the mine plan of operations required to commence the mine permitting process. The balance of the net proceeds will be used for general working capital purposes.
The company may pay finders' fees on a portion of the offering, subject to compliance with the policies of the TSX Venture Exchange and applicable securities legislation. Closing of the offering is subject to approval of the TSX Venture Exchange. The securities issued under the offering, and any shares that may be issuable on exercise of any such securities, will be subject to a statutory hold period expiring four months and one day from the date of issuance of such securities.
About Viva Gold
Corp.
Viva Gold's 100-per-cent-owned Tonopah gold project is located within a large land position in established gold mining country on the prolific Walker Lane structural trend in western Nevada, approximately a 30-minute drive south of Kinross Gold's Round Mountain mine. Viva has defined a high-confidence gold mineral resource and has demonstrated the potential for an economically viable open-pit, heap leach/mill gold project through its 2025 preliminary economic assessment (PEA). Prefeasibility study has been initiated on the project with a final report due in fourth quarter of 2026. Viva Gold is committed to advancing the Tonopah gold project in an environmentally and socially responsible manner, consistent with management's core values. Viva Gold is led by chief executive officer James Hesketh, a 40-year mining industry veteran who has led the development and construction of eight mines globally. The board and management team includes experienced mining professionals with expertise in exploration, project development, construction and mine operations. Viva Gold trades on the TSX Venture Exchange (VAU), the OTCQB (VAUCF) and the Frankfurt exchange (7PB). Viva currently has approximately 172 million shares outstanding. The company is advancing its Tonopah gold project in mining-friendly Nevada with the support of institutional shareholders.
Qualified person
James Hesketh, MMSA-QP, has approved the scientific and technical disclosure contained in this press release. Mr. Hesketh is not independent of the company; he is an officer and director.
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