Avanti Gold Announces Closing of C$25 Million LIFE Private Placement

Avanti Gold Corp. (CSE: AGC) (FSE: X370) ("Avanti" or the "Company") is pleased to announce that the Company has closed its private placement offering of 50,000,000 units of the Company (each, a "Unit") at a price of $0.50 per Unit, for aggregate gross proceeds to the Company of C$25,000,000, as previously announced on September 30, 2025 and October 1, 2025 (the "Offering"). The Offering was led by SCP Resource Finance LP, as lead agent and sole bookrunner, and a syndicate of agents, including Haywood Securities Inc., Canaccord Genuity Corp. and Raymond James Ltd.

Each Unit will consist of one common share of the Company (each a "Share") and one half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one Share at an exercise price of C$0.65 for a period of 36-months from the date of issuance thereof. The Warrants issued pursuant to the Offering will be subject to a restriction on exercise expiring 61 days from the date of issuance.

Martin Pawlitschek, incoming Chief Executive Officer, commented: "I am pleased to see strong investor interest in our upsized LIFE offering which will provide us with the means to continue exploration efforts at the Misisi Gold Project, which has the potential to become a cornerstone asset in Africa. Our funded 2026 exploration program will focus on adding ounces at permitted areas along the 55-kilometer long Kibara gold belt including the Akyanaga deposit, which already has a 3.1Moz Inferred resource, and mineralized targets including Akyanga East, Ngalula, Lubitchako, Kilombwe and Tulonge.

The Company intends to use the net proceeds from the Offering for the advancement of exploration efforts, including ground geophysics and drilling programs, at the Misisi gold project located in the Democratic Republic of the Congo, which hosts a 43-101 compliant Inferred Mineral Resource of 41Mt at an average grade of 2.37 g/t containing 3.1 Moz of gold. In addition, net proceeds will be used for working capital and general corporate purposes.

The Offering was conducted pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 - Prospectus Exemptions, as modified by Coordinated Blanket Order 45-935 - Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "Listed Issuer Financing Exemption") to purchasers resident in Canada, except Québec, and/or other qualifying jurisdictions pursuant to the Listed Issuer Financing Exemption. The securities issuable to purchasers resident in Canada from the sale of the Units are expected to be immediately freely tradeable in accordance with applicable Canadian securities legislation. The Units were also sold to purchasers in offshore jurisdictions and in the United States on a private placement basis pursuant to one or more exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act").

Swapan Kakumanu, Interim CEO, along with other Board members and management (the "Insiders"), strategics, institutional investors, and high net worth individuals participated in the Offering. Insiders are considered "related parties" of the Company for the purposes of applicable securities laws and stock exchange rules. The subscription and issuance of Units by the Insiders constitute related party transactions but are exempt from the formal valuation and minority approval requirements of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions as neither the fair market value of the Shares and Warrants issued to each of the Insiders, nor the consideration paid by such Insiders, exceeds 25% of the Company's market capitalization. A material change report in connection with the participation of the Insiders in the Offering will be filed within 10 days of the closing of the Offering.

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 in any other jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements thereunder.

All references herein to currency amounts are to lawful money of Canada, unless stated otherwise.

About Avanti Gold Corp.

Avanti Gold Corp. is a gold exploration company with a robust portfolio of projects in Africa. The Company's flagship asset is the Misisi Project in the Democratic Republic of Congo (DRC), home to the Akyanga gold deposit. The Akyanga deposit has an Inferred Mineral Resource of 44.3 million tonnes (Mt) at an average gold grade of 2.37 grams per tonne (g/t), totalling 3.1 million ounces (Moz) of gold. The Misisi Project spans three contiguous 30-year mining leases covering 133 square kilometers (km²) along the 55-kilometer-long Kibara Gold Belt, a prominent metallogenic province known for hosting significant gold deposits.

Qualified Person

Ephraim Masibhera, a "Qualified Person" as defined by National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101"), has reviewed the scientific and technical information that forms the basis for this news release and has approved the disclosure herein. Historical information contained in this news release cannot be relied upon as the Company's Qualified Person, as defined under NI 43-101 has not prepared nor verified the historical information.

On behalf of the Board of Directors

Avanti Gold CORP.

Sir Sam Jonah, Chairman of the Board

Contact Swapan Kakaumanu
Email: info@avantigoldcorp.com
Office: +1 403 681 2549

Neither the Canadian Securities Exchange (CSE) nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release. This news release may contain certain "Forward-Looking Statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. Forward-looking statements in this release includes, but is not limited to: the expected use of the net proceeds from the Offering; the filing of a material change report in connection with the participation of insiders of the Company in the Offering and the Company's business objectives. When or if used in this news release, the words "anticipate", "believe", "estimate", "expect", "target", "plan", "forecast", "may", "schedule" and similar words or expressions identify forward-looking statements or information. Such statements represent the Company's current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. These risks and uncertainties include, but are not limited to, the risk factors set out in Avanti's annual and/or quarterly management discussion and analysis and in other of its public disclosure documents filed on SEDAR+ at www.sedarplus.ca, as well as all assumptions regarding the foregoing. Many factors, both known and unknown, could cause results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules and regulations.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/271574

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