Gold Reserve Inc. announced that it has entered into an agreement with Cantor Fitzgerald Canada Corporation to undertake a best efforts private placement of Class A common shares of the Company at a price per Common Share of $3.5 for the aggregate gross proceeds of $10,000,000 on May 27, 2024. The Share Offering is expected to be completed on a best efforts basis pursuant to a formal agency agreement to be entered into between the Company and CFCC, as lead agent and bookrunner. The closing of the Share Offering is expected to occur on or about June 7, 2024 and is subject to the completion of formal documentation and receipt of regulatory approvals, including the approval of the TSX Venture Exchange.

The Company has granted the Agent an over-allotment option exercisable, in whole or in part, in the sole discretion of the Agent, to arrange for the purchase of up to an additional 50% of the number of Common Shares sold in the Share Offering at any time up to two days prior to the Offering Closing Date, on the same terms and conditions as the Share Offering. If exercised in full, the Company would raise up to $15 million in gross proceeds from the issuance of Common Shares. In connection with the Share Offering, the Agent will receive a commission equal to 6% of the gross proceeds from the sale of the Common Shares subject to certain exceptions at the Offering Closing Date.