Warrior Gold Announces Closing of First Tranche of Oversubscribed Private Placement and Start of Drilling Program

Warrior Gold Inc. (TSXV:WAR) (“Warrior Gold” or the “Company”) is pleased to announce that it has received commitments of $795,000 for its previously announced private placement financing of $725,000, increasing the private placement by $70,000. The Company has closed the $725,000 flow-through portion of the private placement pursuant to which it has issued an aggregate of 8,333,333 units, each Unit being priced at $0.087 and comprising one flow- through common share (“FT Common Shares”) and one-half of one common share purchase warrant (a “Warrant”) of the Company. Each Warrant entitles the holder, on exercise, to purchase one additional common share of the Company (a “Warrant Share”), at a price of CDN $0.10 per Warrant Share until the close of business on the day which is 18 months from the Closing Date, subject to an accelerated expiry date. If at any time following the expiry of the statutory four-month hold period, the closing price of the common shares on the TSX Venture Exchange is greater than $0.20 for 20 or more consecutive trading days, the Company may give notice to the holders of Warrants that the expiry date of the Warrants will be accelerated and the Warrants will expire on the 30th business day following the date of such notice.

The Company expects to close the final tranche of the private placement on or about July 3, 2020 with the issuance of an additional 1,166,666 common share units priced at $0.06 per unit.

“The proceeds from this first tranche of the financing will be used to fund a diamond drilling program of 2,300 m (10 holes) which will commence this week on the Goodfish “A” Zone (8 holes) and “C” Zone (2 holes). The drill program has been designed to test the “A” Zone downdip and strike extension to the east and west, as results from the previous drilling campaigns indicated that the “A” Zone discovery is open in all directions. The drilling planned for the “C” Zone is intended to better determine the orientation of the known mineralization and associated structures,” stated Danièle Spethmann, President and CEO of Warrior Gold who added, “Warrior’s past high-grade drilling results are at less than 200m depth and we look forward to testing for continuity of mineralization at greater depths and along strike.”

The gross proceeds from the sale of FT Common Shares will be used by the Company to incur eligible “Canadian exploration expenses” that will qualify as “flow-through mining expenditures” as such terms are defined in the Income Tax Act (Canada) (the “Qualifying Expenditures”) related to the Company’s Goodfish-Kirana Property located in Kirkland Lake, Ontario. All Qualifying Expenditures will be renounced in favour of the subscribers of the FT Common Shares effective December 31, 2021.

The securities issued are subject to a four-month hold period from the date of issue in accordance with applicable securities laws, expiring on October 30, 2020. In connection with the closing of the flow-through portion of the private placement, the Company paid finder’s fees of $30,100 cash and issued 501,664 compensation warrants in accordance with the policies of the TSX Venture Exchange.

The securities offered 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. This press 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 any State in which such offer, solicitation or sale would be unlawful.

About Warrior Gold Inc.

Warrior Gold is a TSX Venture Exchange listed Company that owns the Goodfish-Kirana Property located five km from the town of Kirkland Lake, Ontario. The Property is located in the historic Kirkland Lake Gold Camp which is situated in the prolific Abitibi Greenstone Belt, recognized as one of the world’s highest grade greenstone belts with over 200 million ounces of gold produced to date.

The Goodfish-Kirana Property is 11.5 km long by roughly three km wide (34 km2) and contains three major structural trends: the east-west trending Kirana Deformation Zone; the northeast trending Goodfish Deformation Zone; and the Victoria Creek Deformation Zone on the recently acquired Sutton claims on the northeast side of the property. The Property contains numerous historical gold showings, as well as 18 historical pits and shafts.

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

Forward-Looking Statements: This press release contains forward-looking statements. Forward-looking statements are frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “would”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. The forward-looking statements are based on certain key expectations and assumptions made by the Company. Although Warrior Gold believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because Warrior Gold can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. In addition to other risks that may affect the forward-looking statements in this press release are those set out in the Company’s Management Discussion and Analysis of the financial condition and results of operations for the year ended March 31, 2019 and the first quarter ended June 30, 2019, which are available at www.sedar.com. The forward-looking statements contained in this press release are made as of the date hereof and Warrior Gold undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

This press release does not constitute an offer, invitation or recommendation to subscribe for or purchase any securities and neither this press release nor anything contained in it shall form the basis of any contract or commitment. In particular, this press release does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States, or in any other jurisdiction in which such an offer would be illegal.