New Placer Dome Gold shareholders approve acquisition by CopAur Minerals Inc.

Vancouver, British Columbia–(Newsfile Corp. – May 7, 2022) – CopAur Minerals Inc. (TSXV: CPAU) (“COPAUR“) and New Placer Dome Gold Corp. (the “Company” or “New placement dome“) (TSXV: NGLD) are pleased to announce that a substantial majority of New Placer Dome shareholders have approved the special resolution (the “Arrangement Resolution“) authorizing the previously announced plan of arrangement pursuant to which CopAur will acquire all of the outstanding common shares of New Placer Dome (“Ordinary actions“) in return for 0.1182 common share of CopAur for each common share held (the “Arrangement“).

The Arrangement has been approved by the holders of Common Shares (the “Shareholders“) at the special meeting of shareholders held on May 6, 2022 (the “Meeting“). The Arrangement Resolution was approved by approximately 99.53% of the votes cast by Shareholders. In addition, as required by Multilateral Instrument 61-101 – Protection of holders of minority securities in special transactions of the Canadian Securities Administrators (“MI 61-101“), the Arrangement Resolution was approved by 99.51% of the votes cast by shareholders, excluding the votes cast by certain “related parties” and “interested parties” (as defined in Regulation 61- 101).

A total of 61,353,774 Common Shares were voted on at the Meeting, representing approximately 34.93% of the votes attached to all Common Shares outstanding as of the record date of March 11, 2022.

New Placer Dome will seek a final order from the Supreme Court of British Columbia approving the Arrangement at a hearing scheduled to be held on or about May 11, 2022. The Arrangement is expected to close on or about May 13 2022, provided that all of the customary closing conditions set forth in the definitive arrangement agreement are satisfied or waived, which includes, among other things, the receipt of final approval of the arrangement by the TSX Venture Exchange.

Registered holders of Common Shares may no longer provide written notice of dissent to the New Placer Dome Arrangement Resolution because the deadline for exercising dissent rights pursuant to the interim order obtained in the part of the arrangement has passed.

Further details regarding the Arrangement are set forth in the Company’s management information circular dated April 7, 2022, which is available on New Placer Dome’s profile on SEDAR (www.sedar.com).

About New Placer Dome Gold Corp.

New Placer Dome Gold Corp. is a gold exploration company focused on acquiring and advancing gold projects in Nevada. New Placer Dome’s flagship Kinsley Mountain Gold Project, located 90 km south of the Long Canyon mine (currently in production as part of the Newmont/Barrick joint venture, Nevada Gold Mines), contains Carlin-type gold mineralization , a former heap leach production and NI 43-101 indicated resources containing 418,000 ounces of gold grading 2.63 g/t Au (4.95 million tonnes) and inferred resources containing 117,000 ounces of gold grading average 1.51 g/t Au (2.44 million tonnes)1. The Bolo project, located 90 km northeast of Tonopah, Nevada, is another key asset, also hosting Carlin-style gold mineralization. New Placer Dome also owns 100% of the Troy Canyon project, located 120 km south of Ely, Nevada. New Placer Dome is led by a strong management and technical team comprised of capital markets and mining professionals with the goal of maximizing shareholder value through new mineral discoveries, committed long-term partnerships and advancing exploration projects in geopolitically favorable jurisdictions.

Qualified person

The scientific and technical information contained in this press release regarding New Placer Dome has been reviewed and approved by Kristopher J. Raffle, P.Geo. (BC), director and consultant of APEX Geoscience Ltd. of Edmonton, AB, a director of New Placer Dome and a “qualified person” within the meaning of National Instrument 43-101 – Disclosure standards for mining projects. Mr. Raffle has verified the disclosed data, which includes a review of the sampling, analytical and test data underlying the information and opinions contained herein.

For more information please contact:

New Placer Dome Gold Corp.

Maximilian Sali, Chief Executive Officer & Director
Tel: 604 367 8117
Email: [email protected]

About CopAur Minerals

CopAur is a TSXV-listed Canadian copper-gold mining company whose principal asset is the 100% owned Williams Gold-Copper property (the “Williams Project“) which spans 5,159 hectares of land in northeast British Columbia. The Williams Project is a highly prospective exploration property that hosts a large, partially tested 3.0 km by 2 km gold anomaly, 0 km and a 1.8 km wide early-stage copper porphyry target Historic work on the Williams Project includes 6,759 meters of diamond drilling over 31 holes, rock and soil sampling, trenching and geophysical surveys.

Qualified person

The scientific and technical information contained in this press release regarding CopAur Minerals Inc. has been reviewed and approved by Alvin Jackson P. Geo, a director of CopAur Minerals Inc. and a “qualified person” as defined in National Instrument 43- 101.

For more information please contact:

CopAur Minerals Inc.

Jeremy Yaseniuk, CEO and Director
Such. : +1 (604) 773-1467
Email: [email protected]

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.

CAUTION REGARDING FORWARD-LOOKING STATEMENTS

The information contained in this press release was prepared as of May 6, 2022. This press release contains “forward-looking information” within the meaning of Canadian securities laws. All statements, other than statements of historical facts, included herein, including, without limitation, statements or information about the completion of the Arrangement, and the time to obtain court approval and the approval of the TSX Venture Exchange and for the closing of the Arrangement are at term -see the declarations. These forward-looking statements are subject to a variety of risks and uncertainties that could cause actual events or results to differ materially from those anticipated, including, the contemplated business combination not being completed due to a number of factors, including, without limitation, failure to obtain required regulatory or court approvals; the timing of such events being delayed; the possible failure to realize the anticipated synergies, combined technical expertise or other benefits of the transaction; and other risks and uncertainties detailed in New Placer Dome’s management information circular dated April 7, 2022 regarding the Arrangement, which is available under New Placer Dome’s issuer profile at www.sedar.com. Readers should not place undue reliance on the forward-looking information contained in this press release. New Placer Dome does not undertake to update forward-looking information except as required by applicable securities laws.

Investors are cautioned that, except as otherwise provided in the information circular, any information published or received regarding the business combination may not be accurate or complete and should not be relied upon.

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1 Technical Report for the Kinsley Project, Elko County, Nevada, USA, dated June 21, 2021 with an effective date of May 5, 2021 and prepared by Michael M. Gustin, Ph.D., and Gary L. Simmons, MMSA and filed under the new issuer profile of Placer Dome Gold Corp. on SEDAR (www.sedar.com)

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/123150

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