Nexus GOLD Announces Board and Management Changes and Debt Settlement Transaction
NEXUS GOLD CORP.
NEWS RELEASE
NEXUS GOLD ANNOUNCES BOARD AND MANAGEMENT CHANGES
AND DEBT SETTLEMENT TRANSACTION
Vancouver, British Columbia – November 22, 2024 – NEXUS GOLD CORP. (the
“Company”) (TSX.V: NXS) is pleased to announce that Edward Kelly has been appointed
as Chief Executive Officer of the Company, and Kevin Hart has been appointed as Chief
Financial Officer, effective immediately. Both Messrs. Kelly and Hart have also been
appointed to the board of directors of the Company.
Messrs. Kelly and Hart fill vacancies created by Milad Zareian, Brian Shin and Kevin Shum,
each of which have resigned from their roles with the Company. The board of directors
would like to thank Messrs. Zareian, Shin and Shum for their prior service to the Company.
Following these changes, the board of directors of the Company is comprised of Edward
Kelly, Kevin Hart, Alex Klenman, Warren Robb and Rodney Stevens.
Debt Settlement Transaction
The Company also announces that it has reached an agreement with Belgravia Hartford
Capital Inc. (“ Belgravia”) to settle all outstanding indebtedness (the “ Indebtedness”)
currently owing to Belgravia. The Company is currently indebted to Belgravia in the principal
amount of $515,000, plus accrued interest, in connection with previous unsecured loans
advanced to the Company for working capital purposes. In settlement of the Indebtedness,
the Company proposes to issue 10,300,000 common shares (the “Settlement Shares”) at
a deemed price of $0.05 per Settlement Share, and 1,800,000 share purchase warrants (the
“Settlement Warrants ”). Each Settlement Warrant will entitle the holder to acquire an
additional common share at a price of $0.05 for a period of twelve months.
The Company is at arm ’s-length from Belgravia. In connection with completion of the
settlement, Belgravia has directed the Company to issue 1,000,000 of the Settlement Shares
to an arms -length third -party. All securities issued in connection with settlement of the
Indebtedness will be subject to restrictions on resale for a period of four months and one
day, in accordance with applicable securities laws, and 5,150,000 of the Settlement Shares
will be subject to additional restrictions on resale for a total of six months . Belgravia has
agreed to provide notice to the Company in connection with any disposition of the Settlement
Shares or the Settlement Warrants and to exercise a ny voting rights associated with the
Settlement Shares in favour of management of the Company. Completion of the settlement
remains subject to the approval of the TSX Venture Exchange.
About Nexus Gold Corp.
Nexus Gold is a Canadian-based gold development company with an extensive portfolio of
exploration projects in West Africa. The Company’s West African-based portfolio totals over
560-sq kms (56,000+ hectares) of land located on active gold belts and proven mineralized
trends. The Company is focusing on the development of several core assets while seeking
joint-venture, earn-in, and strategic partnerships for other projects in its portfolio.
ON BEHALF OF THE BOARD OF NEXUS GOLD CORP.
“Edward Kelly”
Edward Kelly, Chief Executive Officer
For further information please contact:
Edward Kelly, Chief Executive Officer
Forward-Looking Statements
This press release includes certain "forward -looking information" and "forward -looking
statements" (collectively "forward -looking statements") within the meaning of applicable
Canadian securities legislation. All statements, other than statements of histor ical fact,
included herein, without limitation, statements relating to the future operating or financial
performance of the Company, are forward looking statements. Forward-looking statements
are frequently, but not always, identified by words such as "exp ects", "anticipates",
"believes", "intends", "estimates", "potential", "possible", and similar expressions, or
statements that events, conditions, or results "will", "may", "could", or "should" occur or be
achieved. Actual future results may differ materia lly. There can be no assurance that such
statements will prove to be accurate, and actual results and future events could differ
materially from those anticipated in such statements. Forward looking statements reflect the
beliefs, opinions and projections on the date the statements are made and are based upon
a number of assumptions and estimates that, while considered reasonable by the respective
parties, are inherently subject to significant business, technical, economic, and competitive
uncertainties and contingencies. Many factors, both known and unknown, could cause
actual results, performance or achievements to be materially different from the results,
performance or achievements that are or may be expressed or implied by such forward -
looking statements and the parties have made assumptions and estimates based on or
related to many of these factors. Readers should not place undue reliance on the forward -
looking statements and information contained in this news release concerning these t imes.
Except as required by law, the Company does not assume any obligation to update the
forward-looking statements of beliefs, opinions, projections, or other factors, should they
change, except as required by law.
TSX Venture Exchange Disclaimer
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 release.