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Marathon Gold Corporation: Independent Proxy Advisory Firms, ISS and Glass Lewis, Recommend Marathon Shareholders Vote FOR the Arrangement with Calibre

Press Release

TORONTO, ON – January 9, 2024 – Marathon Gold Corporation (“Marathon” or the “Company”; TSX: MOZ) is pleased to announce that leading independent proxy advisory firms Institutional Shareholder Services Inc. (“ISS”) and Glass Lewis & Co. (“Glass Lewis”) have each recommended that Marathon shareholders (“Marathon Shareholders”) vote “FOR” Marathon’s proposed plan of arrangement (“Arrangement”) with Calibre Mining Corp. (“Calibre”) at the upcoming special meeting of Marathon Shareholders (the “Special Meeting”) to be held on Tuesday, January 16, 2024 at 10:00 a.m. (TorontoTime).

In making its recommendation, ISS commented:

“Vote FOR this resolution as the strategic rationale makes sense, the merger consideration represents a significant premium to the unaffected price, the special committee engaged in a credible process, and non- approval risk remains elevated.”

Glass Lewis commented:

“All told, we believe the board has presented a sufficient case to support its view that the strategic opportunity presented by the proposed merger is attractive. We highlight that the combined company is expected to benefit from geographical diversification, economies of scale, peer leading production growth and enhanced market presence, among other potential benefits, as well as that the implied value of the
merger consideration offers meaningful premiums.”

Matt Manson, President & CEO of Marathon, commented:

“We are pleased to have received positive recommendations from ISS and Glass Lewis, which reaffirm our strategic rationale for the Arrangement and the resulting benefits to Marathon Shareholders.”

Voting is easy, and important – Vote FOR the Arrangement TODAY

Marathon Shareholders are encouraged to vote FOR the Arrangement by no later than 10:00 a.m. (Eastern Time) on Friday, January 12, 2024, being the proxy cut-off time for voting for the Special Meeting. The Special Meeting will be held at the offices of Norton Rose Fulbright Canada LLP at 222 Bay Street, Suite 3000, Toronto, Ontario, Canada M5K 1E7 on January 16, 2024 at 10:00 a.m. (Toronto time).

Please visit the Special Meeting page on our website for complete details and links to all relevant documents at marathon-gold.com/investors/special-meeting/. This webpage also includes dial-in information for those who wish to listen in to the Special Meeting.

Questions & Voting

If you have questions about the meeting matters or require voting assistance, please contact Marathon‘s proxy solicitation agent, Laurel Hill Advisory Group, at:

Laurel Hill Advisory Group
North American Toll Free: 1-877-452-7184 (1-416-304-0211 outside North America)
Email: assistance@laurelhill.com

About Marathon

Marathon (TSX:MOZ) is a Toronto based gold company advancing its 100%-owned Valentine Gold Project located in the central region of Newfoundland & Labrador, one of the top mining jurisdictions in the world. The Valentine Gold Project comprises a series of five mineralized deposits along a 32-kilometre system. A December 2022 Updated Feasibility Study outlined an open pit mining and conventional milling operation producing 195,000 ounces of gold a year for 12 years within a 14.3-year mine life. The Valentine Gold
Project was released from federal and provincial environmental assessment in 2022 and construction commenced in October 2022.

For more information, please contact:

Amanda Mallough
Manager, Investor Relations
Tel: 416 855-8202
amallough@marathon-gold.com

Matt Manson
President & CEO
mmanson@marathon-gold.com

Julie Robertson
CFO
jrobertson@marathon-gold.com

To find out more information on Marathon Gold Corporation and the Valentine Gold Project, please visit
www.marathon-gold.com

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