Evergold Announces Closing of $1,242,000 Private Placement to Support First-Ever Drilling of High Potential DEM Porphyry Copper-Gold-Silver Prospect, BC - Seite 3

Further to the Company’s news release dated August 2, 2023, the Company carried out a supplementary analysis with respect to whether or not the transaction is exempt from the formal valuation and shareholder approval requirements of MI 61-101. The Company initially deemed the Option Agreement exempt from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1) (a) of MI 61-101 on the basis of the fair market value of the acquisition of the Option not exceeding 25% of the market capitalization of the Company, as determined in accordance with MI 61-101. Upon further analysis, the Company has deemed the fair market value of the acquisition to exceed 25% of the market capitalization of the Company. Accordingly, the Company will be relying on an exemption from the valuation requirements of MI 61-101 by virtue of the exemption contained in section 5.5(b) of MI 61-101 as the Common Shares are not listed on a specified market. The Company is not exempt from the minority shareholder approval requirement under section 5.6 of MI 61-101; however it will be seeking disinterested shareholder approval at a special meeting of shareholders to be held on October 10, 2023, which shall satisfy the minority shareholder approval requirements of MI 61-101. Please see the Company’s management information circular dated August 25, 2023 for further details.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. 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 any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Evergold

Evergold Corp. is a TSX-V listed mineral exploration company with projects in B.C. and Nevada. The Evergold team has a track record of success in the junior mining space, most recently the establishment of GT Gold Corp. in 2016 and the discovery of the Saddle South epithermal vein and Saddle North porphyry copper-gold deposits near Iskut B.C., sold to Newmont in 2021 for a fully diluted value of $456 million, representing a 1,136% (12.4 X) return on exploration outlays of $36.9 million.