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Renegade Gold Announces $3 MillionFlow-Through Private Placement

VANCOUVER, BC, May 28, 2024 – Renegade Gold Inc. (TSXV: RAGE, OTCQX: TGLDF, FSE: 070) (“Renegade” or the “Company”) announces that it proposes to undertake a non-brokered private placement of flow-through common shares (“FT Shares”) at a price of $0.40 per FT Share for gross proceeds of up to $1.5 million and flow-through units (“FT Units”) at a price of $0.525 per FT Unit for additional gross proceeds of up to $1.5 million (the “Placement”). Each FT Unit consists of one flow-through common share and one-half of one non-transferable share purchase warrant, each whole such warrant exercisable to acquire one non-flow-through common share for a period of two years from the date of issue at a price of $0.60 per share.

The Company intends to use the gross proceeds of the Placement to incur “Canadian exploration expenses” that are “flow-through mining expenditures” (as such terms are defined in the Income Tax Act (Canada)) related to the Company’s projects in Ontario.

The Company may pay finders’ fees comprised of cash and non-transferable warrants in connection with the Placement, subject to compliance with the policies of the TSX Venture Exchange and applicable securities laws. The Company anticipates closing of the Placement (in one or more tranches) as soon as practicable subject to receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

This news release does not constitute an offer to sell or solicitation of an offer to sell any securities in the United States.  The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Renegade Gold Inc.

Renegade Gold Inc. is a growth focused company engaged in the business of acquisition, exploration and development of mineral properties located in the Red Lake Mining District of Northern Ontario. As part of its regional-scale consolidation strategy, the Company has assembled one of the largest prospective land packages in and around the Red Lake mining district in proximity to major mines and deposits, as well as along the Confederation Lake and Birch-Uchi greenstone belts.  The recent completion of the acquisition of Pacton Gold Inc. extends the Company’s ownership in Red Lake to over 89,600 hectares of prospective and diversified exploration properties with significant potential for gold and critical minerals on trend with the major structures hosting known gold occurrences in the Red Lake mining district today.  The Company also holds a portfolio of prospective projects in Western Australia. 

For further information, please contact:

Renegade Gold Inc.   Nav Dhaliwal President, CEO and Director   info@renegadegold.com   Tel: 604-678-5308 

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note regarding Forward-Looking Statements

Statements contained in this press release that are not historical facts are “forward-looking information” or “forward-looking statements” (collectively, “Forward-Looking Information”) within the meaning of applicable Canadian securities legislation and the United States Private Securities Litigation Reform Act of 1995. Forward-Looking Information includes, but is not limited to, the anticipated timing for completing the Placement, the potential payment of finders’ fees and the intended use of proceeds therefrom. The words “anticipate,” “significant,” “expect,” “may,” “will” and similar expressions are intended to be among the statements that identify Forward-Looking Information. Forward-Looking Information is subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those implied by the Forward-Looking Information. In preparing the Forward-Looking Information in this news release, the Company has applied several material assumptions, including, but not limited to, assumptions that general business and economic conditions will not change in a materially adverse manner; that all requisite approvals will be received, and all requisite information will be available in a timely manner.  Factors that may cause actual results to vary materially include, but are not limited to, inaccurate assumptions concerning the exploration for and development of mineral deposits, currency fluctuations, unanticipated operational or technical difficulties, risks related to unforeseen delays; general economic, market or business conditions, regulatory changes; timeliness of regulatory approvals, the risks of obtaining necessary licenses and permits, changes in general economic conditions or conditions in the financial markets and the inability to raise additional financing. Readers are cautioned not to place undue reliance on this Forward-Looking Information. The Company does not assume the obligation to revise or update this Forward-Looking Information after the date of this release or to revise such information to reflect the occurrence of future unanticipated events, except as may be required under applicable securities laws.