Signal Gold Announces the Sale of the Tilt Cove Project to FireFly Metals for $4.0 Million in Total Compensation

TORONTO, ON / ACCESSWIRE / November 4, 2024 / Signal Gold Inc. ("Signal Gold" or the "Company") (TSX:SGNL, Financial)(OTCQB:SGNLF) is pleased to announce that it has executed a share purchase agreement ("SPA") with FireFly Metals Ltd. ("FireFly") for the sale of the Company's Tilt Cove Project in Newfoundland. Under the SPA, FireFly will acquire 100% of the common shares of Tilt Cove Gold Corp. ("Tilt Cove"), a wholly owned subsidiary of Signal Gold, which holds all exploration licences, rights and obligations related to Tilt Cove. On closing of the transaction, which is expected by mid-November 2024, the Company will receive $570,000 in cash and 2,317,869 common shares of FireFly with a value of $2,500,000 based on the 10-day volume weighted average price of FireFly's shares on the Australian Stock Exchange at the time of signing the SPA. Signal Gold will also receive a milestone payment of $1,000,000 (in shares or cash at the sole option of FireFly) if FireFly announces a mineral resource estimate, in any category, of at least 500,000 ounces of gold equivalent ounces at a grade of at least 1.0 grams per tonne gold equivalent at the Tilt Cove Project. All dollar amounts are in Canadian dollars unless otherwise noted.

"We are excited to announce the sale of our Tilt Cove Project to FireFly Metals, who are well positioned to extract value from this prospective exploration-stage gold-copper project, located within the Baie Verte Mining District of Newfoundland. We believe there is tremendous potential at Tilt Cove, with approximately 15,000 hectares of prospective mineral lands and 35 kilometres of high-potential strike length including the Nugget Pond Horizon, and this transaction provide strong upside to our shareholders through our position in FireFly, while we focus on the advancement of the Goldboro Project in Nova Scotia."

~ Kevin Bullock, President and CEO, Signal Gold Inc.

ABOUT SIGNAL GOLD

Signal Gold is advancing the Goldboro Gold Project in Nova Scotia, a significant growth project subject to a positive Feasibility Study which demonstrates an approximately 11-year open pit life of mine with average gold production of 100,000 ounces per annum and an average diluted grade of 2.26 grams per tonne gold. (Please see the ‘NI 43-101 Technical Report and Feasibility Study for the Goldboro Gold Project, Eastern Goldfields District, Nova Scotia' on January 11, 2022, for further details). The Goldboro Project has significant potential for further Mineral Resource expansion, particularly towards the west along strike and at depth, and the Company has consolidated 28,525 hectares (~285 km²) of prospective exploration land in the Goldboro Gold District.

On October 10, 2024, Signal Gold announced that it had entered into a definitive agreement to combine with NexGold Mining Corp.("NexGold") to create one of Canada's most advanced near-term gold developers. The combined entity will be focused on advancing NexGold's Goliath Gold Complex Project in Northern Ontario and Signal's Goldboro Project in the Goldboro Gold District in Nova Scotia. Pursuant to the definitive agreement, NexGold will acquire all the issued and outstanding common shares of Signal Gold in exchange for common shares of NexGold by way of a plan of arrangement.

This news release has been reviewed and approved by Kevin Bullock, P. Eng., President and CEO with Signal Gold Inc., a "Qualified Person", under National Instrument 43-101 Standard for Disclosure for Mineral Projects.

FORWARD-LOOKING STATEMENTS

This news release contains "forward-looking information" within the meaning of applicable Canadian and United States securities legislation, including, but not limited to the time of completion of the transaction, the receipt of the milestone payment, the performance of the Firefly shares, the advancement of the Goldboro Gold Project and the Feasibility Study and results thereof. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "does not anticipate", or "believes" or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might", or "will be taken", "occur", or "be achieved". Forward-looking information is based on the opinions and estimates of management at the date the information is made, and is based on a number of assumptions and is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Signal Gold to be materially different from those expressed or implied by such forward-looking information, including risks associated with the exploration, development and mining such as economic factors as they effect exploration, future commodity prices, changes in foreign exchange and interest rates, actual results of current production, development and exploration activities, government regulation, political or economic developments, environmental risks, permitting timelines, capital expenditures, operating or technical difficulties in connection with development activities, employee relations, the speculative nature of gold exploration and development, including the risks of diminishing quantities of grades of resources, contests over title to properties, and changes in project parameters as plans continue to be refined as well as those risk factors discussed in Signal Gold's annual information form for the year ended December 31, 2023, available on www.sedarplus.ca. Although Signal Gold has attempted to identify important factors, assumption and risks that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors, assumptions and risks that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. Signal Gold does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

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SOURCE: Signal Gold Inc.