Mr. James Tworek reports

ELEMENT79 GOLD CORP ANNOUNCES COMPLETION OF DEBT SETTLEMENT AND CLOSING OF FIRST TRANCHE OF PRIVATE PLACEMENT

Element79 Gold Corp. has provided updates on strategic initiatives aimed at bolstering the company's financial position and enhancing shareholder value.

Completion of share for debt settlements and debt conversion

Pursuant to its previous press releases (Nov. 17 and Dec. 19, 2023) the company is pleased to announce that it has, through the approved shares for debt settlements, cleared a total of $3.76-million in corporate debt allowing for a balance sheet that allows for growth. The debt settlement and issuance of 3.76 million shares was approved by shareholders at a special meeting held Dec. 19, 2023.

Also pursuant to the special meeting, shareholders approved of the assignment of debt from Crescita Capital LLC to Tellus LLC, a reputable third party, that allowed them to convert a $2-million promissory note into Element79 Gold shares at the same 10-cent conversion price.

James C. Tworek, chief executive officer of Element79 Gold, states: "The company's board and management team have expressed a strong commitment to improving the balance sheet which we feel the completion of these debt settlements has allowed us to do that. The welcomed addition of Tellus LLC as a strategic shareholder signifies a shared vision to transform Element79 Gold Corp. into a producing mining company. Further work securing immediate-term financing for the advancement of project development is finding significant traction with strategic investors. reinforcing the company's ability to execute its 2024 goals."

Closing of first tranche of private placement

The company further notes that pursuant to its press release of March 11, 2024, it has received and closed on an aggregate of $250,000 and issued 1,086,956 units of its non-brokered private placement. The placement consists of units of the company at a purchase price of 23 cents per unit. Each unit will comprise one common share of the company and one common share purchase warrant. Each warrant will be exercisable for one common share at a price of 35 cents per common share for two years from the date of issuance.

The warrants are subject to an acceleration clause whereby should the shares of the company trade at or above 40 cents per share on the North American stock exchange on which it is then listed for 10 consecutive trading days (after the date that is four months and one day from the closing of the offering) the warrants may be accelerated. A finder's fee of 7 per cent cash and 7 per cent in broker's warrants (priced at 35-cent, 40-cent accelerator clause, two-year expiry in line with the unit warrants) will be paid to intermediaries for the closing of the first tranche.

Element79 will continue to seek further financing -- and wishes to increase the amount of the placement from $400,000 to up to $600,000

Repricing of historical warrants

The company also announces that it intends to reprice an aggregate 1.29 million warrants of the company previously issued on March 6, 2020, for one million warrants and Sept. 8, 2023, for 290,000 warrants. These warrants were originally issued with an exercise price of 10 cents and five cents but were subject to a 1:10 consolidation making them now 50 cents and $1 respectively. The company is proposing to reprice the warrants to 35 cents each. All other terms of these historical warrants remain unchanged other than as set out in the original warrants.

The company will file a Form 13 with the CSE if and once the amendment is completed.

About Element79 Gold Corp.

Element79 Gold is a gold and silver mining company committed to maximizing shareholder value through responsible mining practices and sustainable development of its projects.

We seek Safe Harbor.