Gold Mountain Announces Reliance on Financial Hardship Exemption in Connection With Debt Settlements and Deferrals and Private Placement Offering Up to $750,000

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VANCOUVER, BC / ACCESSWIRE / March 25, 2024 / Gold Mountain Mining Corp. ("Gold Mountain" or the "Company") (TSX:GMTN)(OTCQB:GMTNF)(FRA:5XFA) announces that it has reached agreements with two secured creditors for the settlement and postponement of certain secured debts (the "Debt Settlements"). The secured creditors are Nhwelmen Construction LP Ltd. ("Nhwelmen") who is currently owed $7,784,850.71 (the "Nhwelmen Secured Debt") and Hedge Minerals Corp.("Hedge") who is currently owed $1,241,669.18 (the "Hedge Secured Debt").

Nhwelmen is the contract miner at the Company's Elk Gold Mine, and Hedge is an arms-length lender to the Company pursuant to a loan arrangement entered into effective September 13, 2023. Nhwelmen has agreed to accept common shares of the Company in payment of $1,250,000 of the Nhwelmen Secured Debt at an issuance price of $0.0075 per share (the "Issue Price"), which pricing is at a discount to market price (for a maximum of 166,666,667 common shares being issued to Nhwelmen), and the remaining amount of the Nhwelmen Secured Debt will be repaid in equal cash payments over 24 months commencing in April, 2024 and including interest at a rate of 18% per annum. The entire Hedge Secured Debt will be repaid through the issuance of common shares of the Company at the Issue Price (for a maximum of 165,555,891 common shares being issued to Hedge).

The Company has also approached certain unsecured vendors who provide critical services to the Company for the conversion of up to $1.5 million of unsecured debt for settlement of such debts in payment of common shares of the Company at the Issue Price for a maximum issuance of 200,000,000 common shares.

Further, the Company is pleased to announce a non-brokered private placement (the "Private Placement") of up to 100,000,000 common shares in the capital of the Company at the Issue Price for gross proceeds to the Company of up to $750,000, which would represent a maximum of up to 14.28% of the Company's issued and outstanding common shares following the issuance of common shares with respect to the Debt Settlements. The common shares issued are subject to applicable resale restrictions, including a hold period of four months and one day from the closing of the Private Placement under Canadian securities rules. The Private Placement is subject to customary closing conditions including final Toronto Stock Exchange ("TSX") approval. Proceeds of the Private Placement will be used to ramp up operations at the Elk Gold Mine and for working capital and general corporate purposes. No insiders of the Company will be participating in the Private Placement.