Newlox Gold Ventures Corrects Debt Settlement Disclosure and Announces Convertible Debenture Financing Closure

Vancouver — July 8, 2025 — NewsWall — Newlox Gold Ventures Corp (CSE:LUX) has corrected its disclosure regarding a previously reported debt settlement with outgoing management and announced the closing of its previously announced convertible debenture financing. The company aims to rectify earlier inaccuracies and provide clarity to the market.

The company had erroneously disclosed the aggregate amount of debt being converted at $1,099,119.64 in a press release dated June 17, 2025. The true amount of debt being converted is $975,965.53, which is now referred to as the “Revised Debt.” As part of the corrected settlement, an aggregate of 7,625,000 common shares will be issued in exchange for the cancelation of the Revised Debt. These Debt Shares are being issued at a deemed price per share ranging from $0.064662772 to $0.173776076.

In addition, Newlox Gold Ventures has announced the closure of the first tranche of its convertible debenture financing, initially announced on May 8, 2025. The company issued 208 convertible debenture units for gross proceeds of $249,600. Each unit consists of $1,200 of principal and 5,000 common share purchase warrants. Each warrant allows the holder to purchase one common share at an exercise price of $0.12 per share until May 8, 2028. The debentures bear interest at 15% per annum, calculated and payable quarterly, and mature on May 8, 2027. They are convertible into common shares at an exercise price of $0.12 per share until May 8, 2027. The financing proceeds will be used for continued milling operations in Costa Rica and general corporate purposes.

The issuance of the Units to Mr. Roger Dent, a director of Newlox, is considered a Related Party Transaction under Multilateral Instrument 61-101. Newlox is exempt from the formal valuation and minority approval requirements as the fair market value of the consideration for the Units did not exceed 25% of Newlox’s market capitalization at the time of issuance.

Newlox Gold Ventures acknowledges the oversight in communication disclosure for both the debt settlement and financing and is taking steps to enhance its disclosure processes and procedures.

Alexander MacKay, director, stated that they regret any confusion caused by the errors and are committed to open and accurate communication with stakeholders. He added that the completed financing strengthens their foundation, and they are focused on lowering expenses, enhancing operations, and ensuring greater governance.

For further details, please contact info@newloxgold.com or 647.848.5843.

Contact:

Alexander MacKay, director

info@newloxgold.com

647.848.5843

Source: Newlox Gold Ventures Corp