Alma Gold Closes Private Placement

Vancouver, British Columbia–(Newsfile Corp. – December 20, 2022) – Alma Gold Inc. (CSE: ALMA) (“Alma Gold“Corporation“”) announced that it had closed a private placement for 6,265,000 units.Units“) of Corporation at an issue cost of $0.10 per unit and raised gross proceeds $626,000.Offering“).

Each Unit contains one common share (each a “ShareOne transferable Share purchase warrant (each “a”Warrant“). Each Warrant entitles a holder to purchase one additional share of the Corporation at a cost of CAD$0.15 over a 24-month period starting from closing.

Alma Gold plans to use the proceeds from the Offering for working capital and general corporate purposes, as well as for exploring new exploration opportunities.

The Corporation paid qualified parties cash finder’s fees in connection with the Offering.

All securities issued must be held for a minimum of four months and one day. This period expires on April 21st, 2023.

None of the securities that were issued in connection to the Offering will be registered under United States Securities Act of 1933 (as amended) and they will not be offered or sold in the United States without registration or exemption from the registration requirements of 1933 Act. This news release does not constitute an offer or solicitation to sell securities. It also does not permit the sale of securities in any state where this offer, solicitation or sale would be illegal.

One insider of the Corporation, the “Insider”, participated in the Offering. He purchased either directly or indirect a total amount of 400,000 Units to gross proceeds of $40,000. Multilateral Instrument (MI 61-101) exempts the Offering’s valuation and minor shareholder approval requirements.

The Corporation didn’t file a material modification report more than 21 calendar days prior to the expected closing date of the Offering because details of the transaction were not finalized by related parties until just prior to the Offering closing. The Company wanted to close as quickly as possible for sound business reasons.

Alma Gold Inc.

Alma Gold Inc., a Nova Scotia-based exploration company that focuses on gold, is located in Bedford. Through its subsidiary Karita Gold Corporation, Alma Gold Inc. is currently exploring northern Guinea’s Karita West Project and also owns the Clarence Stream North Gold Project in southwest New Brunswick.

Alma Gold Inc. is available for more information at: https://almagoldinc.com.

As the Board of Directors

“Greg Isenor”

Gregory Isenor
President & Chief Executive Officer Alma Gold Inc.
Email: [email protected]

This news release has not been approved or disapproved by the CSE. The CSE and its Market Regulator, as that term is defined by the CSE policies, are not responsible for this release’s accuracy or adequacy.

Forward-Looking Information

This news release includes forward-looking information that is not based on historical facts. Forward-looking information can be described by words like “plan”, “expect”, “project”, „intend”, «believe», «anticipate», “estimate”, and other similar words. It also includes statements that certain events or conditions “may” occur or “will”. Forward-looking information is subject to risks, uncertainties, and other factors that may cause actual events, results and opportunities to differ materially. There are many factors that could cause actual results not to match such forward-looking information, including changes in equity and debt markets, fluctuations of commodity prices, delays in obtaining regulatory or governmental approvals. This includes the risks discussed and analysed by the Corporation under its profile. www.sedar.com. Forward-looking information in this press release is based on management’s opinions and assumptions as of the date. These include the expectation that regulatory and government approvals will be obtained as soon as possible. While the Corporation believes the factors and assumptions used in the preparation of this forward-looking news release are reasonable, undue dependence should not be made on them. The Corporation disclaims any intention to modify or revise any forward looking information, except as required under applicable securities laws.

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