Vancouver - SolidusGold Inc. (TSXV: SDC) ('Solidus' or the 'Company') is announcing an update to its information circular dated May 13, 2022 (the 'Circular') in connection with the proposed reverse takeover transaction with Valhalla Metals, Inc. for an upcoming meeting of the Company's shareholders to be held on June 21, 2022 (the 'Meeting').

The Circular was filed on May 18, 2022 and can be found under the Company's SEDAR profile at www.sedar.com.

In the Circular, the Company disclosed that, by the closing date of the Proposed Transaction, it intended to complete a 'best efforts' brokered private placement financing of subscription receipts ('Subscription Receipts') for gross proceeds of up to $10,000,000 (the 'Brokered Subscription Receipt Placement'). This will not be undertaken. Instead, the Company will be conducting a non-brokered private placement of a minimum of 4,000,000 Subscription Receipts at a price of $0.50 per Subscription Receipt, on a post five-to-one consolidation basis, for minimum gross proceeds of up to $2 million (the 'Non-Brokered Offering'). The maximum number of Subscription Receipts to be offered will be for gross proceeds of $10 million.

The Subscription Receipts will be offered for sale to qualified investors through a special purpose vehicle (the 'Finco'), established for the purpose of completing the Non-Brokered Offering, on a private placement basis pursuant to available exemptions from the prospectus requirements of applicable securities laws. The Subscription Receipts are proposed to be exchanged, upon the satisfaction of certain conditions, for common shares of the Finco, which shares will then be exchanged for Subordinate Voting Shares (as defined herein) on a one-for-one basis.

The closing of the Non-Brokered Offering is expected to occur on or before July 31, 2022, and is subject to the completion of formal documentation and receipt of all applicable regulatory approvals, including the approval of the TSX Venture Exchange. The net proceeds from the Non-Brokered Offering will be used for exploration of the Company's assets in Alaska and for general corporate purposes.

The Non-Brokered Offering is being conducted in connection with the Proposed Transaction in accordance with the policies of the TSX Venture Exchange as set out in the definitive agreement entered into on February 7, 2022 (the 'Definitive Agreement'). In connection with the Definitive Agreement and the Proposed Transaction, the Company will be required to, among other things: (i) complete a five-to-one consolidation of its outstanding common shares; (ii) re-designate its common shares as subordinate voting shares (the 'Subordinate Voting Shares') and (iii) create a new class of multiple voting shares (the 'Multiple Voting Shares').

The Proposed Transaction is expected to close shortly following the Meeting and before July 31, 2022, with the Company changing its name to 'Valhalla Metals, Inc.' in connection therewith (the 'Resulting Issuer').

As a result of the Non-Brokered Offering being completed instead of the Brokered Subscription Receipt Placement the estimated available funds available to the Resulting Issuer and principal purposes of such funds which were disclosed in the Circular are now as follows:

Forward-Looking Statements

This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words 'expect', 'anticipate', 'continue', 'estimate', 'objective', 'ongoing', 'may', 'will', 'project', 'should', 'believe', 'plans', 'intends' and similar expressions are intended to identify forward-looking information or statements. In particular, this news release contains forward-looking information relating to the Non-Brokered Offering, the intended use of proceeds from the Non-Brokered Offering, the Resulting Issuer's expected sources of cash following the completion of the Proposed Transaction, the Resulting Issuer's intended principal uses of funds for the 12 months following the completion of the Proposed Transaction, the Meeting, the Trading Halt, and the Proposed Transaction (including obtaining necessary approvals). The forward-looking statements and information are based on certain key expectations and assumptions made by the Company, including expectations and assumptions concerning the completion of the Proposed Transaction, the Non-Brokered Offering, including the use of proceeds from such investment, the sources of cash following completion of the Proposed Transaction and principal uses of funds for the 12 months following completion of the Proposed Transaction, the length of the Trading Halt, and the Meeting occurring on June 21, 2022. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are based, are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Company can give no assurance that they will prove to be correct.

Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. Such factors which could materially affect such forward-looking information are described in the risk factors in the Company's Circular that is available on the Company's profile on SEDAR at www.sedar.com. Readers are cautioned that the foregoing list of factors is not exhaustive. The forward-looking statements included in this news release are expressly qualified by this cautionary statement. The forward-looking statements and information contained in this news release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Completion of the Proposed Transaction is subject to a number of conditions, including but not limited to, TSX-V acceptance and if applicable, disinterested shareholder approval. Where applicable, the Proposed Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Proposed Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Proposed Transaction, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative.

Contact:

Sorin Posescu

Email: info@solidusau.com

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