Golden Predator Mining Corp. and Viva Gold Corp. Enter Into Business Combination Agreement

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VANCOUVER, British Columbia, March 03, 2021 (GLOBE NEWSWIRE) -- Golden Predator Mining Corp. (TSX.V: GPY; OTCQX: NTGSF) ("Golden Predator") and Viva Gold Corp. (TSX.V: VAU; OTCQB: VAUCF) ("Viva Gold") are pleased to announce that they have entered into a definitive arrangement agreement (the "Agreement") whereby Golden Predator will acquire all of the outstanding securities of Viva Gold by way of a plan of arrangement (the "Arrangement") under the Business Corporations Act (British Columbia) (the “Transaction”).

The proposed Arrangement brings together proven mine building expertise, jurisdictional diversification and two advanced stage gold development projects as the two company’s merge their Nevada and Yukon assets and management to position the company as an emerging junior gold producer.

Details of Arrangement
Pursuant to the Arrangement, the shareholders of Viva will receive 1.60 Class A common shares of Golden Predator (a “Golden Predator Share”) for each common share of Viva Gold (a "Viva Gold Share") held by them at the effective time of the Arrangement (the “Exchange Ratio”). Upon the closing of the Transaction, former shareholders of Viva Gold will hold approximately 27% of the outstanding shares of Golden Predator. The Exchange Ratio represents a premium of approximately 35% to the Viva Gold shareholders over the 20-day volume weighted average price, and 35% to the 30-day volume weighted average price of the Viva Gold Shares as at March 1, 2021.

On closing of the Arrangement, subject to TSX Venture Exchange (“TSXV”) approval and applicable securities laws, the directors of Golden Predator will consist of: William Sheriff (Executive Chair); James Hesketh (Chief Executive Officer); two nominees selected by Viva Gold; and three nominees selected by Golden Predator. The management of Golden Predator will consist of James Hesketh, President and Chief Executive Officer and Mike Maslowski, Chief Operating Officer.

Janet Lee-Sheriff, current Golden Predator Chief Executive Officer will participate in a seamless transition. Ms. Lee-Sheriff remains committed to working with the Company to uphold corporate values and objectives surrounding progressive indigenous relations and innovative community engagement, in particular with the Tr’ondëk Hwëch’in, First Nation of Na-cho Nyak Dun and Kaska Nation.