Nv GOLD to Consolidate Common Shares

NV GOLD TO CONSOLIDATE COMMON SHARES

VANCOUVER, BC / ACCESSWIRE / February 13, 2024 / NV Gold

Corporation (TSXV:NVX) (OTCQB:NVGLF) (FSE:8NV) (“ NV Gold ” or the “ Company”)

announces that it intends to consolidate of all of the issued and outstanding common shares

of the Company (the “Shares”) on the basis of one (1) post-consolidated Share for every ten

(10) pre-consolidated Shares held (the “ Consolidation”), subject to approval of the TSX

Venture Exchange (the “Exchange”).

The effective date of the Consolidation will be announced in a separate news release once

the Company receives approval from the Exchange. As a result of the Consolidation, it is

expected that the 88,745,454 Shares which are currently issued and outstanding will be

reduced to approximately 8,874,545 Shares, subject to rounding. No fractional Shares will be

issued as a result of the Consolidation. Any fractional share interest of 0.5 or higher arising

from the Consolidation will be rounded up to one whole Share, and any fractional share

interest of less than 0.5 will be cancelled. The Company's name and stock symbols will

remain unchanged following the Consolidation.

In accordance with the Articles of the Company, the Consolidation may be approved by the

board of directors of the Company and shareholder approval is not required.

Shareholders who hold their Shares through a securities broker or other intermediary and do

not have Shares registered in their name will not be required to take any measures with

respect to the Consolidation. Letters of transmittal with respect to the Consolidation will be

mailed to all registered shareholders of the Company. All registered shareholders who submit

a duly completed letter of transmittal along with their respective share certificate(s)

representing the pre -consolidated Shares to the Company's transfer agent, Odyssey Trust

Company, will receive a certificate representing the post-consolidated Shares.

The Company believes that the Consolidation may have the effect of, among other things:

increasing the interest of the financial community in the Company and potentially

broadening its pool of investors; improving trading liquidity; and improving the Company’s

position to obtain financing and pursue new opportunities.

About NV Gold Corporation

NV Gold Corporation is a well -organized exploration company with ~89 million shares issued

and no debt. NV Gold has 21 exploration projects in Nevada comprising 639 100%-Company-

owned lode mining claims totaling 53.4 square kilometers (20.6 square miles) 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, its highly experienced in -house technical team, and its extensive geological data

library, 2024 is expected to be highly productive for NV Gold.

750 West Pender Street, Suite 250

Vancouver, British Columbia, V6C 2T7

Tel: +1 303.668.7991

www.nvgoldcorp.com

On behalf of the Board of Directors,

John Watson, President, Chairman, CEO and Director

For further information, visit the Company’s website at www.nvgoldcorp.com or contact:

Freeform Communications at 604.245.0054

Neither the 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.

This news release contains statements which constitute “forward -looking information” within

the meaning of applicable securities laws, including statements regarding the plans,

intentions, beliefs and current expectations of the Company with respect to future business

activities and plans of the Company. Forward -looking information is often identified by the

words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”,

“estimate”, “expect” or similar expressions and includes information regarding: the expectation

that the Company will proceed with the Consolidation; the number of Shares outstanding

following the Consolidation; the effect of the Consolidation on the market for the Shares; the

impact the Consolidation will have on the Company; and the treatment of fractional shares in

the Consolidation.

Such forward -looking statements are based on a number of assumptions of management,

including, without limitation, that the Company will complete the Consolidation; that the

Company will receive the necessary approvals to complete the Consolidation; that the

number of Shares outstanding following the Consolidation will be consistent with the number

set out herein ; that the Consolidation will impact the Company as anticipated ; and that the

treatment of fractional shares will align with management’s current expectations.

Additionally, forward -looking information involve a variety of known and unknown risks,

uncertainties and other factors which may cause the actual plans, intentions, activities,

results, performance or achievements of the Company to be materially different from any

future plans, intentions, activities, results, performance or achievements expressed or implied

by such forward -looking statements. Such risks include, without limitation: that the Company

will be unable to complete the Consolidation; that the Company will not receive the necessary

approvals to complete the Consolidation; that the treatment of fractional shares will differ for

the treatment set out herein; that the Consolidation will not have the desired impact on the

Company; and that the number of issued and outstanding shares following the Consolidation

will differ for the number statement herein. Such forward -looking information represents

management's best judgment based on information currently available. No forward -looking

statement can be guarantee d and actual future results may vary materially. Accordingly,

readers are advised not to place undue reliance on forward-looking statements or information.

Neither the Company nor any of its representatives make any representation or warranty,

express or implied, as to the accuracy, sufficiency or completeness of the information in this

news release. Neither the Company nor any of its representatives shall have any liability

whatsoever, under contract, tort, trust or otherwise, to you or any person resulting from the

use of the information in this news release by you or any of your representatives or for

omissions from the information in this news release.

The forward-looking statements herein speak only as of the date they were originally made.

The Company has no intention and undertakes no obligation to update or revise any forward -

looking statements, whether as a result of new information, future events or otherwise, except

as required by law.