West Red Lake Gold Announces a US$20 Million Private Placement of Gold Linked Notes - Seite 2

Shane Williams, CEO of West Red Lake Gold, commented, “The Offering marks another key step in the financing process as we focus our efforts on the development of a derisked and robust restart plan for the Madsen Gold Mine while minimizing dilution to our shareholders”.

The Units may be offered: (i) in Canada, to “accredited investors” in each of the provinces and territories of Canada; (ii) in the United States, to “qualified institutional buyers” (QIBs) and “accredited investors”, as defined in Rule 144A(a)(1) and Rule 501(a) of Regulation D, respectively, under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”). The. The Units may be distributed in jurisdictions outside of Canada and the United States in such jurisdictions as the Company and the Agents may agree, where they may be lawfully sold on a basis exempt from the prospectus, registration and similar requirements of any such jurisdiction.

All securities issued in connection with the Offering will be subject to a four-month and one day hold period from the Closing Date. Subject to meeting minimum listing requirements, the Company will use commercially reasonable efforts to list the Notes and Warrants following the statutory hold period. There can be no assurance that a listing for the Notes or the Warrants will be obtained.

The Offering is expected to close on or about March 19, 2024 (the “Closing Date”), subject to customary closing conditions, including the approval of the TSX Venture Exchange.

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 the securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been registered under the U.S. Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements thereunder.

ABOUT WEST RED LAKE GOLD MINES LTD.

West Red Lake Gold Mines Ltd. is a mineral exploration company that is publicly traded and focused on advancing and developing its flagship Madsen Gold Mine and the associated 47 km2 highly prospective land package in the Red Lake district of Ontario. The highly productive Red Lake Gold District of Northwest Ontario, Canada has yielded over 30 million ounces of gold from high-grade zones and hosts some of the world’s richest gold deposits. WRLG also holds the wholly owned Rowan Property in Red Lake, with an expansive property position covering 31 km2 including three past producing gold mines – Rowan, Mount Jamie, and Red Summit.