BULGOLD Announces Closing of First Tranche of Non-Brokered Private Placement for Gross Proceeds of Approximately $1.66 Million

Not for distribution to United States newswire services or for dissemination in the United States

TORONTO, June 23, 2023 (GLOBE NEWSWIRE) — BULGOLD Inc. (TSXV: ZLTO) (the “Company” or “BULGOLD”) is pleased to announce the closing of the first tranche of its previously announced non-brokered private placement (the “Offering”) for gross proceeds of approximately $1.66 million from the sale of 5,533,331 units of the Company (each, a “Unit”) at a price of $0.30 per Unit (the “Issue Price”). BULGOLD also announces that it has extended the Offering for an additional 30 days.

Each Unit consists of one common share of the Company (each a “Unit Share”) and one-half of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Warrant (including Warrants comprising Units issued pursuant to the closing of any subsequent tranche of the Offering) will entitle the holder to purchase one common share of the Company (each, a “Warrant Share”) at a price of $0.40 at any time on or before December 23, 2024.

In consideration for the services rendered by certain arm’s length parties (the “Finders”) in connection with the Offering, the Finders received an aggregate cash fee of $9,660.00 and an aggregate of 32,200 finder’s warrants (the “Finder’s Warrant”). Each Finder’s Warrant entitles the holder to acquire one additional common share of the Company at an exercise price of $0.40 until December 23, 2024.

Management of the Company subscribed for $266,500 of the Offering. The issuances of Units to such insiders are considered related party transactions under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company relied on exemptions from the formal valuation and minority approval requirements in sections 5.5(b) and 5.7(1)(b) of MI 61-101, respectively, in respect of such insider participation. The Offering remains subject to the final approval of the TSX Venture Exchange. The Unit Shares and Warrant Shares are subject to a four-month hold period ending on October 24, 2023.

The securities described herein have not been, and will not be, registered under the United States Securities Act, or any state securities laws, and accordingly may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.

About BULGOLD Inc.

BULGOLD is a gold exploration company focused on the exploration and development of mineral exploration projects in Eastern and Central Europe. The Company controls 100% of two quality quartz-adularia epithermal gold projects located in the Bulgarian portion of the Western Tethyan Belt: the Kutel Gold Project and the Kostilkovo Gold Project. Management of the Company believes that its assets show potential for high-grade, good-metallurgy, low-sulfidation epithermal gold mineralisation. The Company also holds an option to acquire a 100% interest in the Lutila exploration licence located in central Slovakia which is prospective for low-sulfidation epithermal gold mineralisation.

BULGOLD had approximately $1.6 million in its treasury at March 31, 2023. BULGOLD’s issued and outstanding share capital totals 20,231,100 common shares, of which approximately 49.6% is held by Founders and Management.

Additional information about the Company is available on BULGOLD’s website (www.BULGOLD.com) and on SEDAR (www.sedar.com).

Neither 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.

Cautionary Statement Regarding Forward-Looking Information

This press release contains forward‐looking statements and forward‐looking information within the meaning of applicable securities laws. These statements relate to future events or future performance and include statements relating to the Offering, including but not limited, the anticipated closing date, the closing of subsequent tranches of the Offering, the amount of the Offering, the use of proceeds of the Offering and the timing and ability of the Company to receive necessary regulatory and other approvals, including the final acceptance of the Offering by the TSX Venture Exchange. All statements other than statements of historical fact may be forward‐looking statements or information. The forward‐looking statements and information are based on certain key expectations and assumptions made by management of the Company. Although management of 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 since no assurance can be given that they will prove to be correct.

Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of management of the Company relating to the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. 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, including the inherent uncertainty of mineral exploration; risks related to title to mineral properties; and credit, market, currency, operational, commodity, geopolitical, liquidity and funding risks generally, including changes in economic conditions, interest rates or tax rates and general market and economic conditions. Accordingly, readers should not place undue reliance on the forward‐looking statements and information contained in this press release. Readers are cautioned that the foregoing list of factors is not exhaustive. The forward‐looking statements and information contained in this press release are made as of the date hereof and no undertaking is given 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. The forward-looking statements and information contained in this press release are expressly qualified by this cautionary statement.

For further information, please contact:

BULGOLD Inc.
Sean Hasson, President and Chief Executive Officer
Telephone: +359 2 989 2361
Email: information@BULGOLD.com
Website: www.BULGOLD.com