WYG International Wayside Gold Mines New Com Npv

International Wayside Gold Mines Ltd. (the "Company", "Wayside") (TSX
VENTURE:WYG)(FRANKFURT:IWUB) wishes to announce that it has received a Term
Sheet to provide a US$14,000,000, three-year drawdown loan facility at an 8%
annual interest rate. The loan facility will be used to recommence operations at
the 900 tonne per day QR Gold Mine, bring the proposed Bonanza Ledge open pit
gold mine into production, fund capital expenditures and provide for working
capital requirements. Concurrently, Wayside will also enter into a Gold Sales
Agreement with the Lender.


President and CEO, Frank Callaghan, stated, "We are very happy to be securing
project financing in a manner that is non-dilutive to our shareholders. This
loan facility will provide International Wayside Gold Mines with the capital
necessary to bring the QR and Bonanza Ledge projects into production." Mr.
Callaghan also noted, "The prefeasibility studies necessary to bring the
projects into production are almost complete, with the Bonanza Ledge
prefeasibility expected to be delivered to the Company next week and the QR
prefeasibility the week after."


The Company expects the loan facility to close within three weeks. The term of
the loan facility is three years from closing, with an interest rate of 8% per
annum payable to the Lender monthly with proceeds from gold sales. Drawings
under the Prepayment Facility will be structured as a Prepayment against the
Gold Sales Agreement. The Company will repay 1/36th of the Prepayment Facility
per month beginning one month after closing.


Under the terms of the Gold Sales Agreement, the Lender will pay 100% of the
gold value, excluding gold ounces pledged for the Prepayment and any Gold
Options exercised by the Lender. The gold price will be at the Lender's choosing
on or before 4:00 pm EST on the day of Payment, from either the London Gold
Market AM Fixing Price, or the Comex (1st Position) Settlement Price on the
Quotational Period, less $0.50 per troy ounce. The quotation price will be at
the Lender's selection on or before the day of Payment, any day during the last
20 business days of the month following the month of Delivery.


Completion of the transaction is subject to a number of conditions, including
negotiation and execution of a definitive agreement, completion of satisfactory
due diligence, and any necessary regulatory approval. Corporate finance and/or
finders fees will be payable in respect to this transaction.


International Wayside Gold Mines has been developing its Cariboo Gold Project in
Barkerville, B.C., which encompasses (from northwest to south east) the former
producing Hardscrabble Tungsten Mine, Mosquito Creek Gold Mine (now on care and
maintenance), Aurum Mine, Island Mountain Mine, Cariboo Gold Quartz Mine,
Bonanza Ledge (proposed mine), the Cariboo Thompson Gold & Silver Mine and the
Cariboo Hudson Mine.


The Company has also entered into a letter of intent with 0373849 B.C. Ltd.
(formerly Cross Lake Minerals Ltd.) ("Cross Lake") pursuant to which Wayside
will purchase a subsidiary of Cross Lake holding all of Cross Lake's interest in
the QR Mine and Mill (the "Sale Transaction"). Concurrently with the completion
of the Sale Transaction, Wayside will enter into a Spin-off Transaction to
transfer all of its properties, including the QR Mine and Mill, Cariboo Gold
Project, and its assets, liabilities and obligations, to Barkerville Gold Mines
Ltd. ("Barkerville"), a wholly-owned subsidiary of Wayside, in exchange for
shares of Barkerville (the "Barkerville Shares") and will then distribute the
Barkerville Shares to the shareholders of Wayside on the basis of one
Barkerville Share for each share of Wayside. The Sale Transaction and Spin-Off
Transaction (together, the "Transactions") will be structured as a Plan of
Arrangement involving Wayside, its security holders, Cross Lake and Barkerville
pursuant to the provisions of the B.C. Business Corporations Act. The final
terms of the Transactions will be modified to the extent necessary to give
effect to tax and legal advice to be sought by the parties.


Barkerville will make an application to list its shares on the TSX Venture
Exchange (the "TSXV"). This transaction is subject to meeting the usual listing
requirements of the TSXV, which will include having the necessary funds to meet
the obligations of operating the QR Mine and Mill, conduct recommended work
programs on its Cariboo Gold exploration projects, satisfy the necessary general
and administrative expenses and having unallocated working capital.


Completion under the Plan of Arrangement will also be subject to obtaining the
necessary shareholder, regulatory and court approvals.


ON BEHALF OF THE BOARD OF DIRECTORS

J. Frank Callaghan, President and CEO

International Wayside Gold Mines New Com Npv (TSXV:WYG)
Gráfico Histórico do Ativo
De Jun 2024 até Jul 2024

International Wayside Gold Mines New Com Npv (TSXV:WYG)
Gráfico Histórico do Ativo
De Jul 2023 até Jul 2024