Goldgroup Announces Warrant Expiry Acceleration
AC/13521644.1
GOLDGROUP ANNOUNCES WARRANT EXPIRY ACCELERATION
Vancouver, British Columbia ( January 10, 202 5) Goldgroup Mining Inc. (“ Goldgroup” or the
“Company”) (TSX-V:GGA, OTC:GGAZF) announces today that it is electing to accelerate the expiry of
outstanding common share purchase warrants of the Company originally issued under financings completed
on September 26, 2024 and November 18, 2024 (the "Financings") exercisable at C$ 0.10 per common
share (collectively, the “Warrants”).
Pursuant to the terms of the Warrants, the Company may accelerate the expiry date of the Warrants if the
closing price of the Company’s common shares on the TSX Venture Exchange (the "TSXV") equals or
exceeds C$0.15 for 10 consecutive trading days (the “Acceleration Period”), to the date which is 30 days
following the dissemination of a news release announcing the acceleration. As the closing price of the
Company's common shares has equaled or exceeded C$0.15 per share over each of the last 10 trading days
ended January 10, 2025 on the TSXV, the Company hereby provides notice of the Acceleration Period in
accordance with the terms of the Warrants. The Company is exercising its right to accelerate the expiry of
the Warrants originally issued under the Financings to 5:00 p.m. (Toronto Time) on February 9, 2025 (the
"Accelerated Expiry Date"). Any Warrants remaining unexercised after the Accelerated Expiry Date will
expire and be of no force and effect.
The Company intends to use proceeds from the exercise of the Warrants, first to continue to improve its
Cerro Prieto mining operation and, if the majority of Warrants are exercised prior to the Accelerated Expiry
Date, the Company plans to initiate an exploration program of drilling to expand resources next to the
current mining operation at the Esperanza open pit , as well as trenching, geophysics and possible drilling
on the Cata and Coati zones, both recently outlined gold zones located approximately 1km south-south west
of the mines' leach pads. Both Cata and Coati zones are newly outlined zones on unexplored areas and are
on the same major structural trend as the existing open pit mining operations.
THIS PRESS RELEASE, PROVIDED PURSUANT TO APPLICABLE CANADIAN REQUIREMENTS, IS
NOT FOR DISTRIBUTION TO UNITED STATES NEWS SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED
HEREIN. THE OFFERING IN QUESTION HAS NOT BEEN REGISTERED UNDER THE UNITED STATES
SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND THE
SECURITIES SOLD IN SUCH OFFERING MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES
OR TO U.S. PERSONS ABSENT REGISTRATION OR APPLICABLE EXEMPTION FROM
REGISTRATION REQUIREMENTS.
About Goldgroup
Goldgroup is a Canadian-based mining Company that owns and operates the Cerro Prieto heap-leach gold
mine located in the State of Sonora, Mexico and is led by a team of highly successful and seasoned
individuals with extensive expertise in mine development, corporate finance, and exploration in Mexico.
- 2 -
AC/13521644.1
For further information on Goldgroup, please visit www.goldgroupmining.com
On behalf of the Board of Directors
Ralph Shearing
CEO
+1 (604) 764-0965
THIS PRESS RELEASE, PROVIDED PURSUANT TO APPLICABLE CANADIAN REQUIREMENTS,
IS NOT FOR DISTRIBUTION TO UNITED STATES NEWS SERVICES OR FOR DISSEMINATION
IN THE UNITED STATES.
Neither the TSX Venture Exchange nor its Regulation Service Provider accepts responsibility for the
adequacy or accuracy of this release.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be
any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of any such jurisdiction. Such securities have
not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S.
Securities Act”), or any state securities laws, and, accordingly, may not be offered or sold within the United
States, or to or for the account or benefit of persons in the United States or “U.S. Persons”, as such term is
defined in Regulation S promulgated under the U.S. Securities Act, unless registered under the U.S.
Securities Act and applicable state securities laws or pursuant to an exemption from such registration
requirements.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION
Certain information contained in this news release, including any information relating to future financial or
operating performance, may be considered “forward-looking information” (within the meaning of applicable
Canadian securities law) and “forward-looking statements” (within the meaning of the United States Private
Securities Litigation Reform Act of 1995). These statements relate to analyses and other information that
are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of
management. Actual results could differ materially from the conclusions, forecasts and projections
contained in such forward-looking information.
These forward-looking statements reflect Goldgroup’s current internal projections, expectations or beliefs
and are based on information currently available to Goldgroup. In some cases forward-looking information
can be identified by terminology such as “ma y”, “will”, “should”, “expect”, “intend”, “plan”, “anticipate”,
“believe”, “estimate”, “projects”, “potential”, “scheduled”, “forecast”, “budget” or the negative of those terms
or other comparable terminology. Many of these assumptions are based on factors and events that are not
within the control of Goldgroup and there is no assurance they will prove to be correct.
Forward-looking information is subject to a variety of known and unknown risks, uncertainties and other
factors that could cause actual events or results to materially differ from those reflected in the forward -
looking information, and are developed based on assumptions about such risks, uncertainties and other
factors including, without limitation: non-completion of any proposed transactions; receipt of all required
stock exchange and regulatory approvals ,; the continued listing and trading of the Company’s common
shares; the exercise of outstanding warrants; the continuing impact of COVID-19; the continuing impact of
regulatory responses to COVID 19 on the employees, business and operations of the Company ;
uncertainties related to actual capital costs operating costs and expenditures; production schedules and
economic returns from Goldgroup’s projects; uncertainties associated with development activities;
uncertainties inherent in the estimation of mineral resources and precious metal recoveries; uncertainties
related to current global economic conditions; fluctuations in precious and base metal prices; uncertainties
related to the availability of future financing; potential difficulties with joint venture partners; risks that
- 3 -
AC/13521644.1
Goldgroup’s title to its property could be challenged; political and country risk; risks associated with
Goldgroup being subject to government regulation; risks associated with surface rights; environmental
risks; Goldgroup’s need to attract and retain qualified personnel; risks associated with potential conflicts of
interest; Goldgroup’s lack of experience in overseeing the construction of a mining project; risks related to
the integration of businesses and assets acquired by Goldgroup; uncertainties relat ed to the
competitiveness of the mining industry; risk associated with theft; risk of water shortages and risks
associated with competition for water; uninsured risks and inadequate insurance coverage; risks associated
with potential legal proceedings; risks associated with community relations; outside contractor risks; risks
related to archaeological sites; foreign currency risks; risks associated with security and human rights; and
risks related to the need for reclamation activities on Goldgroup’s proper ties, as well as the risk factors
disclosed in Goldgroup’s MD&A and other public disclosure by Goldgroup . Any and all of the forward -
looking information contained in this news release is qualified by these cautionary statements.
Although Goldgroup believes that the forward-looking information contained in this news release is based
on reasonable assumptions, readers cannot be assured that actual results will be consistent with such
statements. Accordingly, readers are cautioned ag ainst placing undue reliance on forward -looking
information. Goldgroup expressly disclaims any intention or obligation to update or revise any forward -
looking information, whether as a result of new information, events or otherwise, except as may be required
by, and in accordance with, applicable securities laws.