1911 Gold Announces C$11.5 Million “Bought Deal” Life Offering and Private Placement

Press Release

Vancouver, BC, June 24, 2025 – 1911 Gold Corporation (“1911 Gold” or the “Company”) (TSXV: AUMB; FRA: 2KY) is pleased to announce that it has entered into an agreement with Haywood Securities Inc. (“Haywood”), as lead underwriter and sole bookrunner, on its own behalf and on behalf of a syndicate of underwriters (together with Haywood, the “Underwriters”), pursuant to which the Underwriters have agreed to purchase, on a “bought deal” basis: (i) 2,500,000 common shares of the Company (the “Non-FT Shares”) at a price of C$0.20 per Non-FT Share (the “Non-FT Issue Price”); (ii) 2,924,000 common shares which qualify as “flow-through shares” (within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the “Tax Act”)) and qualify as “Canadian exploration expenses” and “flow through mining expenditures” as defined in the Tax Act and that are incurred in the province of Manitoba and qualify for the Manitoba Mineral Exploration Tax Credit (the “Tranche 1 CEE Shares”) at a price of C$0.342 per Tranche 1 CEE Share (the “Tranche 1 CEE Issue Price”); (iii) 26,042,000 common shares which qualify as “flow-through shares” (within the meaning of the Tax Act) and qualify as “Canadian exploration expenses” as defined in the Tax Act (the “Tranche 2 CEE Shares” and together with the Tranche 1 CEE Shares, the “CEE Offered Shares”) at a price of C$0.288 per Tranche 2 CEE Share (the “Tranche 2 CEE Issue Price”); and (iv) 10,163,000 common shares which qualify as “flow-through shares” (within the meaning of the Tax Act) and qualify as “accelerated Canadian development expenses” as defined in the Tax Act (the “CDE Offered Shares” and, together with the Non-FT Shares and CEE Offered Shares, the “Offered Shares”) at a price of C$0.246 per CDE Offered Share (the “CDE Issue Price”) for aggregate gross proceeds to the Company of C$11,500,202 (the “Underwritten Offering”).

The Company has granted the Underwriters an option to purchase up to an additional 15% of the Underwritten Offering in any combination of (i) Non-FT Shares at the Non-FT Issue Price; (ii) CDE Offered Shares at the CDE Issue Price, and (iii) CEE Offered Shares at the respective Tranche 1 CEE Issue Price and/or Tranche 2 CEE Issue Price (the “Underwriters’ Option”, and together with the Underwritten Offering, the “Offering”), exercisable in whole or in part at any time up to 48 hours prior to the closing date of the Offering.

The CEE Offered Shares will be offered and sold to eligible substituted purchasers pursuant to: (i) the available “accredited investor”, “minimum amount investment” and “family, friends and business associates” private placement exemptions in accordance with National Instrument 45-106 – Prospectus Exemptions in each of the Provinces of Canada (the “CEE PP Shares”); and/or (ii) the listed issuer financing prospectus exemption under Part 5A of NI 45-106 and Coordinated Blanker Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the “LIFE Exemption”) in each of the Provinces of Canada, except Quebec, (the “CEE LIFE Shares”), in any combination thereof. The Non-FT Shares and CDE Offered Shares will be offered and sold to eligible substituted purchasers pursuant to the LIFE Exemption in each of Provinces of Canada, except Quebec.  The Non-FT Shares will be offered and sold to eligible substituted purchasers pursuant to the LIFE Exemption in each of Provinces of Canada, except Quebec, the United States and in certain offshore foreign jurisdictions. The Non-FT Shares sold to purchasers in the United States will be made on a private placement basis pursuant to one or more exemptions from registration requirements of the United States Securities Act of 1933, as amended.

For the CEE Offered Shares, the Company, pursuant to the provisions in the Tax Act shall use an amount equal to the gross proceeds of the sale of the CEE Offered Shares to incur qualifying expenditures after the Closing Date and prior to December 31, 2026 in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of CEE Offered Shares. The Company shall renounce the qualifying expenditures so incurred to the purchasers of the CEE Offered Shares effective on or before December 31, 2025.

For the CDE Offered Shares, the Company, pursuant to the provisions in the Tax Act shall use an amount equal to the gross proceeds of the sale of the CEE Offered Shares to incur “accelerated Canadian development expenses” after the Closing Date and prior to March 31, 2026 in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of CDE Offered Shares. The Company shall renounce the qualifying expenditures so incurred to the purchasers of the CDE Offered Shares effective on or before March 31, 2026.

The net proceeds from the sale of the Non-FT Shares shall be used for general corporate and working capital purposes.

The Non-FT Shares, CEE LIFE Shares and CDE Offered Shares to be issued under the Offering will not be subject to resale restrictions pursuant to applicable Canadian securities laws.

The CEE PP Shares to be issued under the Offering will be subject to a hold period in Canada expiring four months and one day from the closing date of the Offering.

There is an offering document (the “Offering Document”) related to the Offering of Non-FT Shares, CEE LIFE Shares and CDE Offered Shares that can be accessed under the Company’s profile on SEDAR+ at https://www.sedarplus.ca and on the Company’s website at www.1911gold.com. Prospective investors of the Non-FT Shares, CEE LIFE Shares and CDE Offered Shares should read the Offering Document before making an investment decision.

The Offering is expected to close on or about July 17, 2025 or such other date as the Company and the Underwriters may agree, and is subject to certain closing conditions including, but not limited to, the receipt of all necessary approvals including the conditional listing approval of the TSX Venture Exchange (“TSXV”) and the applicable securities regulatory authorities. The Offering is subject to final acceptance of the TSXV.

In consideration for its services, the Company has agreed to pay the Underwriters a cash commission equal to 6.0% of the gross proceeds from the Offering (subject to reduction to 3.0% on certain president’s list purchases) and that number of non-transferable compensation options (the “Compensation Options”) as is equal to 6.0% of the aggregate number of Offered Shares sold under the Offering (subject to reduction to 3.0% on certain president’s list purchases). Each Compensation Option is exercisable to acquire one common share of the Company at a price of C$0.22 for a period of 24 months from the closing date of the Offering, except Compensation Options issued with respect to president’s list purchasers, with such Compensation Options to be exercisable at a price of C$0.22 for a period of nine months from the closing date.

The Offered Shares have not been registered and will not be registered under the U.S. Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to U.S. Persons 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 1911 Gold Corporation

1911 Gold is a junior explorer that holds a highly prospective, consolidated land package totaling more than 61,647 hectares within and adjacent to the Archean Rice Lake greenstone belt in Manitoba, and also owns the True North mine and mill complex at Bissett, Manitoba. 1911 Gold believes its land package is a prime exploration opportunity, with the potential to develop a mining district centred on the True North complex. The Company also owns the Apex project near Snow Lake, Manitoba and the Denton-Keefer project near Timmins, Ontario, and intends to focus on organic growth and accretive acquisition opportunities in North America.

1911 Gold’s True North complex and exploration land package are located within the traditional territory of the Hollow Water First Nation, signatory to Treaty No. 5 (1875-76). 1911 Gold looks forward to maintaining open, co-operative and respectful communication with the Hollow Water First Nation, and all local stakeholders, in order to build mutually beneficial working relationships.

ON BEHALF OF THE BOARD OF DIRECTORS

Shaun Heinrichs

President and CEO

For further information, please contact:

Shaun Heinrichs

Chief Executive Officer

(604) 674-1293

sheinrichs@1911gold.com

www.1911gold.com

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