Rush Gold closes acquisition of Landy Investments
Key facts
- Financing
- $0.1/unit
- Sep 28 close
VANCOUVER, BC, September 28, 2026 – TheNewswire - Rush Gold Corp. (“Rush” or the “Company”) (CSE: RGN | OTCQB: RGNCF | FSE: B6H) is pleased to announce that, further to its news release dated June 30, 2026, it has completed the acquisition (the “ Landy Acquisition ”) of all of the issued and outstanding shares of Landy Investments Ltd. (“ Landy ”), a private British Columbia company, pursuant to the share purchase agreement dated June 29, 2026 (the “ Landy Agreement ”).
Through the Landy Acquisition, the Company has acquired Landy’s rights to mining interests in two Nevada projects: (i) a 100% interest in the Douglas Canyon Project, a Gold / Antimony mineral property located in Mineral County, Nevada; and (ii) an 80% undivided interest in the Hollow North-South Project, a Copper / Gold mineral property located in Lyon County, Nevada (collectively, the “ Mining Rights ”).
As consideration for the Landy Acquisition, the Company: (i) issued an aggregate of 12,500,000 Shares (the “ Consideration Shares ”) at a deemed price of $0.10 per Consideration Share to the shareholders of Landy (collectively, the “ Landy Vendors ”) and their nominees at closing; (ii) paid $50,000 in cash to satisfy consideration payable to the vendor of the Douglas Canyon Project; (iii) paid $100,000 in cash (less $20,000 in exclusivity amounts already paid) to satisfy consideration payable to the vendor of the Hollow North-South Project; and (iv) issued 1,000,000 warrants exercisable at $0.20 per Share for a three-year term to the vendor of the Hollow North-South Project and its nominee.
All securities issued pursuant to the Landy Acquisition are subject to a four-month hold period from issuance under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada. In addition, 33% of the Consideration Shares (being 4,125,000 Consideration Shares) are subject to voluntary escrow for six months from issuance and 33% of the Consideration Shares (being 4,125,000 Consideration Shares) are subject voluntary escrow for 12 months from issuance.
In addition to the closing consideration, the Company will issue up to an additional 2,000,000 Shares to certain of the Landy Vendors upon achievement of drilling milestones on the Mining Rights, as follows: (i) 1,000,000 Shares upon completion of an aggregate of 1,000 metres of drilling; and (ii) an additional 1,000,000 Shares upon completion of an aggregate of 2,000 metres of drilling. If either milestone has not been satisfied within 36 months following closing, no milestone Shares shall be issuable in respect thereof.
None of the securities referenced herein have been or will be registered under the United States Securities Act of 1933, as amended, and no such securities may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or any jurisdiction in which such offer, solicitation or sale would be unlawful.
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