ROUYN-NORANDA, QC, April 13, 2023 /CNW/ – Martin Dallaire (the “Acquiror“), President, Chief Executive Officer and Director of Visible Gold Mines Inc. (the “Corporation“) announces that he has indirectly acquired on April 12, 2023 total of 625,000 units of the Corporation (the “Units“) through 9086-0735 Québec Inc., a corporation he controls, at a price of $0.12 per Unit (the “Transaction“). Each Unit is comprised of one common share (the “Share“) in the capital of the Corporation and one (1) common share purchase warrant (the “Warrant“) of the Corporation. Each Warrant entitles the holder thereof to acquire one additional Share at a price of $0.17 until April 12, 2025.

Immediately prior to the closing of the Transaction, Mr. Dallaire beneficially owned or had control or direction, directly or indirectly, over the following securities of the Corporation: 3,454,500 common shares of the Corporation, representing 10.21% of the issued and outstanding common shares of the Corporation, (ii) options to acquire up to 1,365,000 common shares of the Corporation (the “Options”). Assuming the exercise of all Warrants and Options held by Martin Dallaire, prior to the closing of the Transaction, Martin Dallaire would have beneficially owned 4,819,500 common shares, representing, on a partially-diluted basis, 13.69% of the Corporation’s common shares that would have then been issued and outstanding.

Immediately following the closing of the Transaction, Mr. Dallaire holds, directly or indirectly, (i) 4,079,500 common shares of the Corporation, representing 11.63% of the issued and outstanding common shares of the Corporation, (ii) Warrants entitling Mr. Dallaire to purchase up to 625,000 common shares of the Corporation, and (iii) Options to acquire up to 1,365,000 common shares of the Corporation. Assuming the exercise of all Warrants and Options beneficially held by Martin Dallaire, following the closing of the Transaction, Mr. Dallaire would own 6,069,500 common shares, representing, on a partially-diluted basis, 16.37% of the Corporation’s common shares that would then be issued and outstanding.

Martin Dallaire acquired the Units described in this press release for investment purposes and in accordance with applicable securities laws, Mr. Dallaire may, from time to time and at any time, acquire additional shares and/or other equity, debt or other securities or instruments (collectively, “Securities“) of the Corporation in the open market or otherwise, and he reserves the right to dispose of any or all of his Securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the Securities, the whole depending on market conditions, the business and prospects of the Corporation and other relevant factors.

The Units described in this press release were acquired by 9086-0735 Québec Inc. a corporation controlled by Mr. Dallaire.

A copy of the early warning report to be filed by the Acquiror in connection with the Transaction described above will be available on SEDAR under the Corporation’s profile. This news release is issued under the early warning provisions of the Canadian securities legislation.

SOURCE Martin Dallaire