West Red Lake Gold Closes $7,000,000 Flow-Through Private Placement - Seite 2

Deferred Consideration Payment to Sprott

Further to an unsecured convertible promissory note dated June 16, 2023 in the amount of US$6,783,932 for deferred consideration related to the acquisition of Pure Gold Mining Inc. (the “Obligation”) between the Company and a fund managed by Sprott Resource Lending Corp (“Sprott”), the Company has received A Conversion Election Notice from Sprott to convert US$1,250,838 of the Obligations into 2,400,000 common shares in the capital of the Company at a purchase price of C$0.70 per common share of the Company. (Refer to news release of June 19, 2023 for more details.) Issuance of the 2,400,000 common shares are subject to final approval of the TSX Venture Exchange.

Investor Relations Contract with Zinger Ventures Inc.

The Company has entered into a consulting agreement (the “Consulting Agreement”) with Zinger Ventures Inc. (the “Consultant”), based in Vancouver, British Columbia, pursuant to which the Consultant will provide the Company with investor relations services (the “Services”). The Consulting Agreement effective June 1, 2023 has an initial term of six (6) months, unless terminated earlier in accordance with the Consulting Agreement, and which may be extended for ensuing one month terms by agreement in writing between the Consultant and the Company.

The Services provided by the Consultant will include, but not be limited to, consulting with the Company's management concerning marketing and investor relations services, building relationships with the Company's investors, and attending conferences while representing the Company.

As consideration for the provision of the Services and in accordance with the terms and provisions of the Consulting Agreement, the Company will (i) pay the Consultant a monthly fee of $5,000 plus GST, (ii) grant the Consultant 300,000 stock options (the “Options”), and (iii) reimburse the Consultant for pre-approved out of pocket expenses actually and properly incurred by the Consultant in connection with the Services. The Options will vest in stages over a 12-month period with 75,000 Options vesting every three months following the grant date (June 26, 2023).

The Consultant and its principal, Dustin Zinger, are arm's length from the Company and hold directly, or indirectly 17,500 common shares of the Company. The Company's engagement of the Consultant and the issuance of the Options are subject to the acceptance of the TSX Venture Exchange.