Ms. Tara Christie reports

BANYAN ANNOUNCES CLOSING $4.32 M FIRST TRANCHE OF FINANCING AND INCREASE TO $4.74 M IN TOTAL

Banyan Gold Corp., subject to approval by TSX Venture Exchange, is closing the first tranche of $4.32-million of the private placement announced July 8, 2020, and, due to strong demand, has increased the total size of the private placement to $4.74-million with the second and final tranche expected to close on or before Aug. 6, 2020.

The company intends to use the net proceeds from the private placement to advance its mineral exploration and development projects, and for general corporate purposes. The phase 2 exploration program at AurMac will include additional diamond drilling, geotechnical drilling, metallurgical test work, environmental baseline data collection and community consultation.

The first tranche includes a combination of 12.5 million charity flow-through shares at 28 cents, two million flow-through shares at 25 cents and 1.6 million common shares at 20 cents. The upsized financing of $420,000 will consist of 1.5 million charity flow-through shares at 28 cents and is expected to close as part of the second and final tranche.

"The strong interest in this financing is a testament to the confidence in the team and growth potential of AurMac," stated Tara Christie, president and chief executive officer. "With a strong treasury and a project located adjacent to mines of our two largest shareholders, Victoria Gold and Alexco Resources, we are now well positioned to strategically advance this project to the next level through 2020 and 2021."

At the close of the private placement, the major shareholders will be Alexco Resource Corp. (9.4 per cent), Victoria Gold Corp. (8 per cent), Sprott (3 per cent) and Osisko Gold Royalties (4.9 per cent).

The flow-through gross proceeds component received from the sale to subscribers of the charity flow-through shares and flow-through shares will be used to incur Canadian exploration expenses as defined in Subsection 66.1(6) of the Income Tax Act (Canada) on the company's properties in Yukon, and renounced to such subscribers effective not later than Dec. 31, 2020. Such Canadian exploration expenses will also qualify as flow-through mining expenditures as defined in Subsection 127(9) of the Tax Act. In connection with the closing of the private placement, the company will pay a cash finder's fee in the amount of $33,930 on the first tranche of the financing and up to 6 per cent on the balance.

Certain insiders of the company participated in the private placement for $125,000, comprising 468,000 flow-through shares and 40,000 common shares, respectively. Such participation represents a related party transaction under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions, but the transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the subject matter of the transaction nor the consideration paid exceed 25 per cent of the company's market capitalization.

Under applicable Canadian securities laws, all securities issued pursuant to the first tranche of the private placement are subject to, among other things, a statutory hold period of four months and one day. The private placement remains subject to the final approval of the TSX-V.

Upcoming events

Upcoming events are listed on the company website and include:

• Webinars:
  • Aug. 5 -- hosted by StreetCents Media, moderated by Robert Sinn;
  • Aug. 20 -- hosted by Invest Yukon;
  • Sept. 22, 2020 -- hosted by Adelaide Capital;
• Mines and Money virtual conference, Aug. 31 to Sept. 1, 2020;
• Precious metals summit, Beaver Creek, virtual conference -- Sept. 15 to 17, 2020.

Qualified person

Paul D. Gray, PGeo, vice-president of exploration for the company, is a qualified person as defined under NI 43-101, and has reviewed and approved the content of this news release.

COVID-19 update

Banyan has taken pro-active measures to protect the health and safety of its employees and communities from COVID-19, and exploration activities in 2020 will have additional safety measures in place, following and exceeding all the recommendations made by the Yukon's chief medical officer.

About Banyan Gold Corp.

Banyan's primary asset, AurMac, is adjacent to Victoria Gold's new Eagle gold mine, in Canada's Yukon, which announced commercial production on July 1, 2020. The AurMac initial resource of 903,945 ounces gold was announced in May, 2020.

We seek Safe Harbor.