Nexus GOLD Plans to Spinout Canadian Assets
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NEXUS GOLD CORP.
Suite 802, 750 West Pender Street
Vancouver, BC, V6C 2T8
604-558-1919
NEWS RELEASE
NEXUS GOLD PLANS TO SPINOUT CANADIAN ASSETS
Vancouver, Canada – June 28, 2022 – Nexus Gold Corp. (“Nexus Gold” or the “Company”) (TSX-V: NXS,
OTCQB: NXXGF, FSE: N6E) announces its intent to spinout (the “ Spinout”) the Company’s existing
Canadian projects (collectively, the “ Canadian Projects”), which include the McKenzie Gold Project,
located in Red Lake, Ontario , and the 13,000-hectare Cyclone Gold-Nickel-Copper project, located in
the James Bay region, Quebec.
In anticipation of the Spinout, t he Company is transferring all of its rights to the Canadian Projects to
Nexus Metals Corp. (“Nexus Metals ”), a newly -established subsidiary of the Company . A total of
45,390,465 shares of Nexus Metals will then be distributed on a pro rata basis to shareholders of the
Company pursuant to a plan of arrangement conducted in accordance with the Business Corporations
Act (British Columbia). Based on the current outstanding share capital of the Company, it is anticipated
that this will result in current shareholders receiving approximately 1 share of Nexus Metals for every
7 shares of the Company they hold as of the record date for the Spinout.
The Spinout is intended to allow the Company to segregate its assets for the purpose of more focused
marketing and financing opportunities. Following the Spinout, the Company will continue to develop
its West African projects while pursuing additional international opportunities, while Nexus Metals will
focus on the Canadian Projects and the pursuit of North American-based opportunities.
“With the emergence of both McKenzie Gold Project in Red Lake, and the Dakouli 2 Gold Concession
in Burkina Faso, West Africa, as viable, stand alone development projects, the Board feels the time is
right to give both projects a more singular focus, “ said president and CEO, Alex Klenman. “By spinning
out the Canadian assets into a new re porting issuer we are able to pursue regionally specific
acquisitions and financing opportunities. By keeping the Burkina Faso assets in Nexus, we can follow a
similarly dedicated path with an international focus. This plan segregates the assets for both finance
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and marketing objectives, improves both acquisition and capital opportunities , and creates what we
feel is a less restrictive path for project value to emerge. We believe this is the best course of action to
pursue the next phase of development with our projects and we look forward to executing the plan in
the coming months,” continued Mr. Klenman.
The Company is also currently conducting due diligence on several potential project acquisitions for
both companies to coincide with the proposed spinout transaction.
“We’re currently looking at advanced projects for both entities,” said CEO, Alex Klenman. “Nexus
Metals will expand its focus to include not only gold, but other high-demand materials including
lithium, and potentially copper as well . For Nexus Gold , we’re looking at opportunities to acquire
precious metals projects with established resources or that include enough data suggesting one isn’t
too far off. We have an opportunity here to change the landscape for Nexus, and the board is fully
committed to creating a situation where value can be realized,” continued Mr. Klenman.
Completion of the Spinout is subject to approval of the TSX Ven ture Exchange and the Supreme Court
of British Columbia, as well as approval of the shareholders of the Company at a special meeting to be
held on August 4, 2022 (the “Meeting”). Further information regarding the Spinout is available in the
management information circular mailed to shareholders in connection with the Meeting, a copy of
which will be available under the profile for the Company on SEDAR (www.sedar.com).
The board of directors has not yet determined a record date for the distribution of shares of Nexus
Metals upon completion of the Spinout, and further details regarding completion of the Spinout will be
provided in a subsequent news release. Following completion of the Spinout, Nexus Metals will
become a reporting issuer in accordance with applicable Canadian securities laws. While the Company
intends to seek a listing for Nexus Metal on a Canadian stock exchange, co mpletion of any listing will
be subject to Nexus Metals fulfilling the listing requirements.
Debt Settlement
The Company also announces that it has reached an agreement with an arms -length service provider
to settle an outstanding payable (the “ Payable”) in the amount of $50,000 related to the provision of
accounting services to the Company. In settlement of the Payable, the Company has agreed to issue
1,000,000 common shares at a deemed price of $0.05. Completion of the settlement remains subj ect
to the approval of the TSX Venture Exchange. The common shares issued in connection with the
settlement will be subject to restrictions on resale for a period of four -months-and-one-day in
accordance with applicable securities laws.
About the Company
Nexus Gold is a Canadian -based gold exploration and development company with an extensive
portfolio of projects in Canada and West Africa. The Company’s primary focus is on its 100% -owned,
Dakouli 2 Gold Concession in Burkina Faso, West Africa, and the McKenzie Gold Project, located in Red
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Lake, Ontario. The Company is focusing on the development of its core assets while seeking joint -
venture, earn-in, and strategic partnerships for other projects in its portfolio.
For more information, please visit nxs.gold
On behalf of the Board of Directors of
NEXUS GOLD CORP.
Alex Klenman
President & CEO
604-558-1920
www.nexusgoldcorp.com
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. This news release
may contain forward-looking statements. These statements are based on current expectations and assumptions
that are subject to risks and uncertainties. Actual results could differ materially because of factors discussed in
the management discussion and analysis section of our interim and most recent annual financial statement or
other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations. We do
not assume any obligation to update any forward-looking statements, except as required by applicable laws.