April 23, 2019

Irving Resources Announces Non-Brokered Private Placement with Strategic Investor

Vancouver, British Columbia, April 23, 2019 (Globe Newswire) – Irving Resources Inc. (CSE:IRV) (“Irving” or the “Company”) is pleased to announce that it has reached agreement on a non-brokered equity private placement (the “Financing”) with a new strategic investor, Newmont Goldcorp Corporation (“Newmont Goldcorp”). The Financing will raise gross proceeds of US$6,000,000 by the issuance of 3,715,630 common shares of the Company at a price of CDN$2.16 per common share.

The proceeds from the Financing will be used as follows: 1) US$5,400,000 for exploration on the Company’s Omu Project in Hokkaido, Japan, and 2) US$600,000 for the formation of an alliance between Irving, its Japanese subsidiary and Newmont Exploration Pty Ltd. (“Newmont Goldcorp Australia”), whereby the parties will work together to identify and, if designated by Newmont Goldcorp Australia, jointly exploit mineral exploration opportunities throughout Japan (the “Alliance”).

Under the subscription agreement for the Financing, Newmont Goldcorp has been granted a right of first refusal over any disposition by Irving of an interest in its Omu gold project or of its subsidiary, Irving Resources Japan GK. In addition, Newmont Goldcorp has been granted the right (exercisable at any time and at its sole discretion) to undertake two additional private placements in Irving, each in the amount of US$3,000,000 at a cost per share to be determined at the time of each private placement in accordance with a formula specified in the subscription agreement for the Financing. Newmont Goldcorp has also been granted pre-emptive rights under the subscription agreement entitling Newmont Goldcorp to maintain its proportionate equity interest in Irving.

The closing of the Financing is expected to occur on or about April 24, 2019. The common shares issued under the Financing will be subject to a four-month hold period in accordance with applicable Canadian securities laws.

“We are delighted to have Newmont Goldcorp join our shareholder register,” commented Akiko Levinson, President, CEO and director of Irving. “Funding through this placement will not only help us aggressively advance our flagship Omu gold project, but also establishes a working relationship between Irving’s team and Newmont Goldcorp Australia’s technical team to further advance our exploration advantage in Japan.”

About Irving Resources Inc.:

Irving is a junior exploration company with a focus on gold in Japan. Irving also holds, through a subsidiary, a Project Venture Agreement with Japan Oil, Gas and Metals National Corporation (JOGMEC) for joint regional exploration programs in Republic of Malawi. JOGMEC is a government organization established under the law of Japan, administrated by the Ministry of Economy, Trade and Industry of Japan, and is responsible for stable supply of various resources to Japan through the discovery of sizable economic deposits of base, precious and rare metals.

Additional information can be found on the Company’s website: www.IRVresources.com.

Akiko Levinson,
President & Director

For further information, please contact:

Tel: (604) 682-3234 Toll free: 1 (888) 242-3234 Fax: (604) 641-1214


Forward-looking information

Some statements in this news release may contain forward-looking information within the meaning of Canadian securities legislation. Forward-looking statements address future events and conditions and, as such, involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the statements. Such factors include, without limitation, customary risks of the mineral resource exploration industry as well as Irving having sufficient cash to fund any planned drilling and other exploration activities.


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