Mr. Todd Hilditch reports

RILEY GOLD ANNOUNCES INCREASE IN PRIVATE PLACEMENT

Riley Gold Corp., due to investor demand, has increased the size of its private placement previously announced on March 14, 2024. Riley now proposes to issue up to 10 million units at 15 cents per unit for total gross proceeds of up to $1.5-million.

Under the private placement, Kinross Gold Corp. will subscribe for a 9.9-per-cent ownership interest in the company on a partially diluted basis including share purchase warrants. Each Kinross investment unit will comprise one common share of the company and one share purchase warrant. Each Kinross warrant will entitle Kinross to purchase for a period of 60 months one additional share at an exercise price of 25 cents.

The remaining private placement units will comprise one share and one share purchase warrant. Each warrant will entitle the holder to purchase for a period of 24 months one additional share at an exercise price of 25 cents.

It is expected that certain directors and officers of the company will participate in the private placement and are related parties within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions of the Canadian Securities Administrators. The participation of certain directors and officers in the private placement will constitute a related party transaction under MI 61-101. The company intends to rely upon exemptions from the formal valuation and minority approval requirements of MI 61-101.

All securities issued under the private placement will be subject to a hold period of four months and one day from the closing date. The company may pay finders' fees in cash. The private placement and finders' fees are subject to regulatory approval.

Net proceeds of the private placement will be used for project exploration and general working capital purposes.

We seek Safe Harbor.