Epic Gold Corp Closes Non-Brokered Private Placement

Epic Gold Corp., a well-funded gold exploration company, has successfully closed its non-brokered private placement, raising $3,108,000 through the issuance of 22,200,000 units. Each unit consists of one common share and one warrant, with the warrants entitling the holder to purchase one common share at a price of $0.20 for a period of 42 months, expiring on March 29, 2030. This offering, referred to as the "Offering," marks a significant step in the company's financial strategy.

The company paid finders fees of $238,445 and issued 1,703,177 finder warrants at a price of $0.20 for a term of 42 months, also expiring on March 29, 2030. All securities issued will be subject to a four-month hold period expiring on January 30, 2027. The proceeds from the Offering will be utilized for exploration on the company's Canadian mineral properties and for general working capital.

Insiders of the company participated in the Offering, investing $127,440.46. These insider units are subject to a four-month hold period, in accordance with applicable policies of the Canadian Securities Exchange. The issuance of units to insiders is considered a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The company is relying on exemptions from the formal valuation requirements of MI 61-101 pursuant to section 5.5(a) and the minority shareholder approval requirements of MI 61-101 pursuant to section 5.7(1)(a) in respect of such insider participation, as the fair market value of the transaction, insofar as it involves interested parties, does not exceed 25% of the company's market capitalization.

Epic Gold Corp. has a strong cash position, with approximately $7.5 million in cash and equivalents, and is anchored by historical gold resources across its four projects. The company's management team is committed to driving exploration and discovery in the gold sector, leveraging its Tier-1 jurisdiction exposure and multiple potential discovery and transaction-driven catalysts.

This private placement is a testament to the company's financial strength and its ongoing commitment to growth and exploration in the gold sector. With the funds raised, Epic Gold is well-positioned to advance its projects and continue its pursuit of new discoveries.