Headwater Gold and Newcrest Mining Sign Four Earn-In Exploration Agreements

VANCOUVER - Headwater Gold Inc. has signed four separate definitive option and earn-in agreements with a wholly owned subsidiary of Newcrest Mining Limited.  Pursuant to the Earn-in Agreements, Newcrest will have an option to acquire up to a 75% interest individually in each of Headwater’s Mahogany Project in Oregon and Agate Point Project, Midas North Project and Spring Peak Project in Nevada (the “Projects”) for cumulative earn-in exploration expenditures and the completion of Pre-Feasibility Studies which include a minimum resource of 1.5 million gold or gold equivalent ounces per Project. Additionally, Newcrest will acquire a 9.9% equity interest in the Company through a non-brokered private placement of common shares.

Caleb Stroup, Headwater’s President and CEO, said, “We are extremely pleased to welcome Newcrest as a funding partner and shareholder.  This transaction provides a very attractive mechanism to maintain our aggressive, discovery-focused exploration strategy across our high-quality project portfolio.  The proceeds of the transaction will allow Headwater to continue self-funding our highest-priority 100% owned opportunities, while Newcrest’s project-specific funding will allow for rapid advancement of several projects which require a scale of exploration expenditure and drilling currently impractical for Headwater.  Our potential carried Project interests to the completion of Pre-Feasibility Studies and back-end royalties ensure that shareholders retain significant upside on these Projects with minimum corporate dilution.  We believe this transaction underscores the ability of the Headwater team to execute our business model and build significant accretive value through early-stage exploration.  We look forward to working with Newcrest and will continue to develop and execute on additional priority opportunities outside of the four earn-ins.”