Antler Gold Upsizes Private Placement Financing

Halifax, Nova Scotia--(Newsfile Corp. - June 23, 2022) - Antler Gold Inc. (TSXV: ANTL) ("Antler" or the "Company") is pleased to announce that it has upsized its financing previously announced on June 8, 2022 from gross proceeds of $800,000 to up to $1,150,000 (the "Financing") by the sale of up to 11,500,000 units of Antler (each, a "Unit") at $0.10 per Unit. Each Unit will consist of one common share of Antler (a "Common Share") and one share purchase warrant (a "Warrant"). Each Warrant will be exercisable to purchase one common share of Antler at a price of $0.15 per share for a period of 24 months from the closing date of the Financing (the "Closing Date"). Insiders and certain other existing shareholders of Antler ("Excluded Purchasers") intend on subscribing for the Units under the Financing.

Numus Capital Corp. will act as agent for the Financing (the "Agent"). The Agent is a non-arm's length party, as the Agent is controlled by a director and an insider of Antler. As compensation for their services, the Agent will receive such number of compensation units (the "Compensation Units") as is equal to 7.0% of the number of Units sold by Antler other than to Excluded Purchasers, or as may be required by the TSX Venture Exchange. Each Compensation Unit will consist of one Common Share and one Warrant exercisable into one Common Share at an exercise price of $0.15 per share for a period of 24 months from the Closing Date. Compensation to the Agent is subject to TSX Venture Exchange approval.

Antler intends to use the net proceeds of the Financing to advance exploration work on its Namibian gold projects and the Kesya Rare Earth Project in Zambia as well as for general working capital purposes. Completion of the Financing is subject to the satisfaction of certain conditions, including the approval of the TSX Venture Exchange. All securities issued pursuant to the Financing will be subject to a four-month hold period commencing on the Closing Date.

About Antler Gold Inc.

Antler Gold Inc. (TSXV: ANTL) is a Canadian company, focused on the acquisition and exploration of gold projects in Namibia, Zambia and Africa both through its wholly owned subsidiary and through Antler Gold PG, a company owned by Antler and Sherpa Resource Holdings, a company related to Remote Exploration Services, one of the premier mineral exploration contractors in Africa. Antler is currently working on the Onkoshi Gold Project as well as the Erongo Gold Project, both of which cover areas of the Central Damara Belt, and share geological similarities to the areas containing the known Namibian Gold mines (QKR's Navachab and B2 Golds' Otjikoto) as well as Osino's recent Twin Hills discovery. Namibia is recognized as one of Africa's most politically stable jurisdictions, with an extremely well-established national infrastructure.

Further details are available on the Company's website at www.antlergold.com.

Cautionary Statements

This press release may contain forward-looking information, such as statements regarding the completion of the work in Namibia by Antler and future plans and objectives of Antler, including the acquisition of a new project in Zambia. 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 exploration programmes and work in Namibia and Zambia and risks related to the Company's ability to complete the Financing. 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.sedar.com.

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.

For further information, please contact Daniel Whittaker, President and CEO of Antler Gold Inc., at (902) 488-4700 or Chris Drysdale, VP at +264 81 220 2439.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/128772