NV Gold Corporation

TSX VENTURE : NVX


NV Gold Corporation

April 03, 2014 08:28 ET

NV Gold Closes $670,000 in Private Placements and Announces an Additional $650,000 Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - April 3, 2014) -

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NV Gold Corporation (TSX VENTURE:NVX) (the "Company") announced today that it has completed the two private placements (the "Closed Placements") originally announced March 17, 2014 for proceeds of $670,000 to fund initial payments due under the option agreement (the "Agreement") with Evolving Gold Corp. under which the Company has been granted an option to acquire a 100% interest in the Rattlesnake Hills Project ("Rattlesnake Hills") in Wyoming. In order to fund further payments and initial exploration expenditures for Rattlesnake Hills and other corporate expenses, the Company also announced an additional non-brokered private placement for gross proceeds of $650,000 (the "New Placement").

The New Placement is an offering of 6,500,000 units (the "Offered Units) at $0.10 per Offered Unit. Each Unit will consist of one Share and one-half of one Warrant exercisable at CDN$0.20 per share for three years from issue of the Units. The expiry date of each Warrant is subject to acceleration such that, should the volume weighted average price of the common shares of the Company exceed CDN$0.30 for twenty consecutive trading days, the Company may notify the holder in writing that the Warrants will expire 20 trading days from receipt of such notice unless exercised by the holder before such date. John E. Watson, the President and CEO and a director of the Company, is purchasing 1,000,000 Offered Units.

The New Placement is subject to the approval of the TSXV.

Under the Closed Placements, the Company issued 2,221,000 units (the "Issued Units") and 11,179,000 special warrants (the "Special Warrants"). Each Issued Unit consisted of one Share and one-half of one Warrant exercisable at CDN$0.10 per share until October 3, 2015. Each Special Warrant will be automatically converted into a unit (a "SW Unit") for no additional consideration upon receipt of TSXV acceptance of the Agreement on or before April 28, 2014. If TSXV acceptance of the Agreement is not received by April 28, 2014, the Special Warrants will automatically be retracted and the subscription proceeds returned to the subscribers. Each SW Unit consists of one Share and one-half of one Warrant exercisable at CDN$0.10 per share until October 3, 2015. The Issued Units, the Special Warrants and any shares of the Company issued on conversion of the Special Warrants or on exercise of the Warrants forming part of the Issued Units or the SW Units are subject to a hold period expiring on August 4, 2014.

On behalf of the Board of Directors,

John E. Watson, President and CEO

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

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