Antler Gold Finalizes the Erongo Gold Project Agreement

Antler Gold Inc. (TSXV: ANTL) ("Antler" or the "Company") is pleased to announce that it has entered the definitive agreement (the "Definitive Agreement") with Fortress Asset Management LLC ("Fortress") for the Erongo Central Gold Project (the "Project") in Namibia.

The previously announced binding letter of intent has now been superseded by the Definitive Agreement, under which Fortress can acquire from Antler Gold Namibia (Proprietary) Limited up to a 100% interest in the Project (the "Transaction"). Under the terms of the Definitive Agreement, Fortress will provide total consideration of US$5.5 million and an additional US$6.0 million for exploration expenditures on the Project over the term of the Definitive Agreement. Additionally, Antler will retain a 2% net smelter return royalty on the entirety of the Project, with no buyback provisions. Antler will act as the operator for the Project during the term.

Chris Drysdale, CEO of Antler, stated: "Finalizing this agreement creates significant value for Antler Gold and our shareholders, positioning us to benefit from both near-term exploration outcomes and long-term production potential. Our Project Generation team has been diligently working, and we are eager to apply the same approach to future projects."

Antler received shareholder approval for the Transaction at its Annual and Special Meeting held on July 15, 2024.

The Erongo Central Gold Project, located in Namibia's most promising gold district, comprises four active Exclusive Prospecting Licenses (EPLs 6162, 7261, 6408, 8010) and one application (EPL 9534) totalling 19,514.44 hectares (~195 km²) in the south Central Zone of the Damara Belt, and is strategically contiguous to the 3.2 Moz Twin Hills Gold Project (Osino Resources-Yintai Gold Corp.) and QKR's Navachab Gold Mine. Initial exploration by Antler Gold since 2021 has confirmed the high potential for a structurally controlled, metasediment-hosted hydrothermal gold system. The project hosts 30 km of prospective magnetic conductors yet to be systematically drilled.

Best historical rock chip assay results of high-grade gold include 80 g/t Au, 6 g/t Au, 5.4 g/t Au, and 4.45 g/t Au from showings occurring within the Project area. For further details please see the Company's News Releases dated April 22, 2020, May 14, 2020, May 27, 2020, June 23, 2020, May 3, 2021, and August 4, 2021.

For additional information, please refer to the following press releases as well as the Company's management information circular dated June 10, 2024:

• May 23, 2024: "Antler Gold Announces Option Agreement for the Erongo Gold Project in Namibia"
• May 24, 2024: "Antler Gold Announces Option Agreement for the Erongo Gold Project in Namibia is Subject to TSX-V and Shareholder Approval"
• August 22, 2024: "Antler Gold Provides Update on the Erongo Gold Project Option Agreement"

Qualified Person
The technical and scientific information in this press release has been reviewed and approved by Mr. Oliver Tors, B.Sc. (Hons), Exploration Manager of the Company, who is registered as Professional Natural Scientist with the South African Council for Natural Scientific Professions (SACNASP) (Pr. Sci. Nat. No. 120660) and is a Qualified Person as defined by NI 43-101. Mr. Tors is an employee of Antler Gold Inc. and is not independent of the Company under NI 43-101.

About Antler Gold Inc.
Antler Gold Inc. (TSXV: ANTL) is a Canadian listed mineral exploration company focused on the acquisition and exploration of mineral projects in Africa's top-ranked jurisdictions, with exposure to both gold and Rare Earth Elements. The Company continues to assess new regional opportunities with the aim of building a risk diversified business model, which allows the Company to generate short and long- term income whilst providing stakeholders with exposure to potential multiple returns that are generated from the discovery process.

Cautionary Statements

This press release may contain forward-looking information, such as statements regarding the completion of the transactions subject to the Definitive Agreement and future plans and objectives of Antler and its subsidiaries, including Antler Gold Namibia (Proprietary) Limited in relation to the Project. This information is based on current expectations and assumptions (including assumptions in connection with the continuance of the applicable company as a going concern and general economic and market conditions) that are subject to significant risks and uncertainties that are difficult to predict, including risks relating to the ability to satisfy the conditions to completion of the transactions contemplated by the Definitive Agreement. Actual results may differ materially from results suggested in any forward-looking information. Antler assumes no obligation to update forward-looking information in this release, or to update the reasons why actual results could differ from those reflected in the forward-looking information unless and until required by applicable securities laws. Additional information identifying risks and uncertainties is contained in filings made by Antler with Canadian securities regulators, copies of which are available at www.sedarplus.ca.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/223726