16:18:22 EDT Tue 14 May 2024
Enter Symbol
or Name
USA
CA



Brigadier Gold Ltd (3)
Symbol BRG
Shares Issued 127,764,202
Close 2024-03-28 C$ 0.005
Market Cap C$ 638,821
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Brigadier Gold proposes share rollback, name change

2024-03-28 10:00 ET - News Release

Subject: Press Release/News Attached for Distribution on Stockwatch.com Word Document

File: '\\swfile\EmailIn\20240328 064733 Attachment BRG PR - Mar 28 2024 - Corporate Update FINAL.docx'

Brigadier Provides Corporate Update

Vancouver, British Columbia - March 28, 2024, Brigadier Gold Limited ("Brigadier" or the "Company") (TSXV: BRG | FSE: B7LM | USA: BGADF) announces that in connection with a proposed restructuring of the Company, management will seek approval for several special resolutions at Brigadier's upcoming shareholder's meeting.

Given challenges faced by small listed issuers today, management believes the Company's ability to attract adequate funding and advance its interests may only be possible through significant changes to the Company's capital structure. Thus, management is proposing a consolidation of its outstanding common shares of up to 30:1, which ratio will ultimately be determined by the board of directors, taking into consideration relevant factors including the continued listing requirements of the TSX Venture Exchange ("Exchange"). The matter will be before shareholders at the Company's upcoming General and Special Shareholders Meeting, to be held April 17, 2024.

The Shareholder's Meeting agenda covers additional matters including, changing the Company's name to "Pace Metals Ltd." and approval of amended stock option and RSU plans to comply with Exchange policy updates. The consolidation and name change will subject to regulatory approvals, including approval by the Exchange.

Assuming the proposed restructuring is completed and subject to raising additional equity funding, Management feels the Company will be better positioned to advance current projects and/or acquire other mineral exploration opportunities.

Nemaska2 Lithium Project, James Bay, Quebec - recap

Sampling of multiple zones of shallow pegmatite mineralization during July, August and September 2023 at the Company's Nemaska2 project did not yield assays of economic lithium concentrations. Subject to raising additional funding, and extending underlying property option commitments, the Company may be in a position to continue exploration at Nemaska2.

For further information, please contact:

Brigadier Gold Limited

www.brigadiergold.ca

Robert Birmingham, Chief Executive Officer

rob@brigadiergold.ca

(604) 424-8131

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Information Cautionary Statement

This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would" or "occur". Forward-looking statements include those relating to proposed restructuring transactions discussed herein, the receipt of Exchange and regulatory approvals, the expected benefits from the consolidation, and the Company's expectations with respect to the Nemaska2 lithium project. The Company cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, many of which are beyond the Company's control. Such factors include, among other things: risks and uncertainties relating to Company's ability to complete all payments and expenditures required under its mineral property option agreements; and other risks and uncertainties relating to the actual results of current exploration activities; the possibility that future exploration, development or mining results will not be consistent with adjacent properties and the Company's expectations; operational risks and hazards inherent with the business of mining (including environmental accidents and hazards, industrial accidents, equipment breakdown, unusual or unexpected geological or structural formations, cave-ins, flooding and severe weather); environmental and regulatory requirements; availability of permits, possibility of equipment breakdowns and delays, exploration cost overruns, availability of capital and financing, general economic, political risks, market or business conditions, regulatory changes, timeliness of government or regulatory approvals and other risks involved in the mineral exploration industry, and those risks set out in the filings on SEDAR+ made by the Company with securities regulators. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, other than as required by applicable securities legislation.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the

securities in the United States. 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 state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

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