NioGold Completes a $3.62 Million Bought Deal Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - May 28, 2015) - NioGold Mining Corp. (TSX VENTURE:NOX) ("NioGold" or the "Company") is pleased to announce the closing of a private placement on an underwritten basis with Cormark Securities Inc. (the "Underwriter") pursuant to which the Company issued a total of 3,975,000 units ("Units") (including the exercise of the Underwriter's option in full) at a price of $0.38 per Unit and 4,226,000 flow-through common shares ("Flow-Through Shares") at a price of $0.50 per Flow-Through Share of the Company for aggregate gross proceeds to the Company of C$3,623,500 (the "Offering"). Each Unit consisted of one common share ("Common Share") and one-half of one Common Share purchase warrant ("Warrant"). Each whole Warrant shall be exercisable into one Common Share at a price of $0.50 for 24 months following the closing of the Offering.

As consideration for their participation in the Offering, the Underwriter received a cash commission of up to 6% of the proceeds of the Offering (other than in respect of certain orders) and received a total of 437,460 broker warrants, each broker warrant exercisable for one common share at a price of $0.38 for 24 months following the closing of the Offering.

The securities issued in connection with the Offering are subject to a hold period of 4 months expiring on September 29, 2015.

The Company's insiders subscribed to Units and Flow-Through Shares offered under the private placement (the "Insiders' Participation"). The Insiders' Participation is exempt from the formal valuation and minority shareholder approval requirements provided under Regulation 61-101 respecting Protection of Minority Holders in Special Transactions ("Regulation 61-101") in accordance with sections 5.5(a) and 5.7(1)(a) of said Regulation 61-101. The exemption is based on the fact that the market value of the Insiders' Participation or the consideration paid by such insider does not exceed 25% of the market value of the Company.

The net proceeds from the sale of the Units will be used to fund the exploration and development of the Company's mineral properties in Québec, Canada and for general corporate and working capital purposes. The gross proceeds from the sale of the Flow-Through Shares will be used to incur "Canadian Exploration Expenses" ("CEE") that are "flow-through mining expenditures" (as such terms are defined in the Income Tax Act (Canada)) on the Company's properties in Québec which will be renounced to the subscribers with an effective date no later than December 31, 2015, in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of Flow-Through Shares. The CEE shall be incurred no later than December 31, 2016.