Halifax, Nova Scotia--(Newsfile Corp. - December 20, 2023) - Antler Gold Inc. (TSXV: ANTL) ("Antler" or the "Company") has closed a brokered private placement financing raising gross proceeds of $500,000 (the "Financing") from the sale of 10 million units of the Company (each, a "Unit") priced at $0.05 per Unit announced on November 14, 2023. Each Unit consists of one common share of Antler (a "Common Share") and one common share purchase warrant (a "Warrant"). Each Warrant is exercisable to purchase one Common Share at a price of $0.10 per share for a period of 36 months from the closing date of the Financing (the "Closing Date").

Numus Capital Corp., a registered Exempt Market Dealer, acted as agent for the Financing (the "Agent"). In connection with the Financing, Antler paid cash commissions of $20,250 and issued 405,000 broker warrants to the Agent. Each broker warrant entitles the Agent to acquire one Common Share at an exercise price of $0.10 and is exercisable for a period of 36 months from the Closing Date.

The Agent is a non-arm's lengthy party to the Company as each of an insider and a former director of the Company hold a non-controlling interest in the Agent. The engagement of the Agent, and the purchase of Units by insiders of the Company pursuant to the Financing, constitute Related Party Transactions under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Antler has relied upon an exemption for formal valuation and minority shareholder approval required under sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that any related party elements of such transactions would not exceed 25% of market capitalization of Antler. The Financing was unanimously approved by all members of the Board of Directors of the Company not in a declared conflict of interest.

All securities issued pursuant to the Financing are subject to a four-month hold period until April 21, 2024. Insiders purchased a total of 4.6 million Units, including 0.5 million Units purchased by an officer of the Company. The Financing remains subject to final approval of the TSX Venture Exchange.

The net proceeds are designated for the continued development of Antler's exploration activities in Namibia and Zambia, where initial findings have been constructive. In keeping with our focus on project generation and organic royalty creation, a portion of these subscription funds will be dedicated to identifying and securing new regional opportunities in southern Africa. The strategy is designed to enhance Antler's business model, which aims to provide both short and long-term revenue. The allocation of the proceeds of the Financing also includes funds for general corporate purposes, ensuring operational efficiencies and the ongoing growth of Antler within Africa's premier mining jurisdictions.