Freegold Ventures Limited (TSX: FVL) is pleased to announce that further to its news release of March 10, 2023, the Company has closed its upsized brokered private placement offering for aggregate gross proceeds of $16,524,000, which included the partial exercise of the over-allotment option. Paradigm Capital acted as sole agent on the Offering.

In connection with the Offering, the Company entered into an agency agreement  dated March 30, 2023, between the Company and the Agent. In accordance with the Agency Agreement, 41,310,000 units of the Company were issued at a price of $0.40 per Unit. Each Unit is comprised of one common share of the Company and one-half of one common share purchase warrant of the Company. Each Warrant is exercisable to acquire one common share of the Company for 24 months from today’s date at an exercise price of $0.52 per Warrant Share.

The Company (i) paid to the Agents a cash commission equal to 7% of the gross proceeds, and (ii) issued to the Agent broker warrants entitling the Agent, from time to time for a period of 24 months from the Closing Date, to acquire that number of common shares of the Company that is equal to 7% of the number of Units issued pursuant to the Offering (including pursuant to the exercise of the over-allotment option), at an exercise price of $0.47 per Broker Share.

Mr. Eric Sprott has invested $1.5 million in the Offering and upon the closing of the Offering, his interest in the Company will be approximately 25%.

The Offering is subject to regulatory approval and all securities issued pursuant to the Offering will have a hold period of four months and one day.

The Company intends to use the net proceeds from the Offering for general working capital and corporate purposes.

The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any U.S. state security laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with requirements of an applicable exemption therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Freegold Ventures Limited

Freegold is a TSX-listed company focused on exploration in Alaska and holds the Golden Summit Gold Project near Fairbanks and the Shorty Creek Copper-Gold Project near Livengood through leases.