Ascot Arranges C$25 Million Bought Deal Financing and US$50 Million Additional Funding for Completion and Ramp-Up of the Premier Gold Project - Seite 3

THE OFFERING

Ascot has entered into an agreement with a syndicate of underwriters co-led by BMO Capital Markets and Desjardins Capital Markets, under which the Underwriters have agreed to buy, on a bought deal basis by way of private placement, 56,820,000 Common Shares of the Company at a price of C$0.44 per Common Share for gross proceeds of approximately C$25 million.

In addition, the Company has granted the Underwriters an option, exercisable up to 48 hours prior to the closing of the Offering, to purchase up to an additional 15% of the number of Common Shares purchased pursuant to the Offering.

Gross proceeds of up to C$10 million will be sold on a private placement basis pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions (“LIFE” or “LIFE Tranche”) and remaining gross proceeds will be sold on a private placement basis pursuant to applicable non-LIFE prospectus exemptions under applicable securities laws (the “Private Placement Tranche”). The Common Shares issued as part of the Private Placement Tranche, which will include any Common Shares issued in connection with the Underwriters’ option, will be subject to a hold period under Canadian securities law expiring four months and one day after the closing date while Common Shares issued as part of the LIFE Tranche will not be subject to a hold period under Canadian securities law.

The Company intends to use the net proceeds of the Offering for the construction and ramp-up of the Project, for additional working capital, and for general corporate purposes.

The Offering is expected to close on or about February 9, 2024 and is subject to the Company receiving all necessary regulatory approvals, including the approval of the TSX.

There is an offering document related to the LIFE that can be accessed under the Company’s profile at www.sedarplus.com and at www.ascotgold.com. Prospective investors should read this offering document before making an investment decision.

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.