Mr. Richard Warke, a shareholder, reports
PRESS RELEASE FOR EARLY WARNING REPORT
REGARDING AUGUSTA GOLD CORP.
On March 22, 2023,
Richard Warke purchased 2,996,200
shares of common stock of Augusta Gold Corp. on the Toronto Stock Exchange
at a price of $1.33 per share for total consideration of $3,984,946.
Before the transaction, Mr. Warke owned, directly or indirectly or exercised control or direction over,
22,084,688 shares, representing 25.7 per cent of the issued and outstanding shares, 18,865,727 Augusta Gold
warrants and 800,000 Augusta Gold options. If all of Mr. Warke's Augusta Gold warrants and Augusta
Gold options were exercised, Mr. Warke would then own, directly or indirectly or exercise control or
direction over, 41,750,415 shares, representing 39.5 per cent of the total number of issued and outstanding
shares on a partially diluted basis.
Following the transaction, Mr. Warke owns, directly or indirectly or exercises control or direction over,
25,080,888 shares, representing 29.2 per cent of the issued and outstanding shares. If Mr. Warke were to
exercise all of his Augusta Gold warrants and Augusta Gold options, then Mr. Warke would own, directly
or indirectly or exercise control or direction over, 44,746,615 shares, representing 42.4 per cent of the total
number of issued and outstanding shares on a partially diluted basis.
The transaction is exempt from the formal bid requirements of National Instrument 62-104 (Take-Over
Bids and Issuer Bids) as the transaction occurred in reliance on the normal course
purchase exemption set out in Section 4.1 of NI 62-104. The facts supporting reliance on that exemption
are that: (a) the bid was for not more than 5 per cent of the outstanding shares; (b) the aggregate number of
shares acquired in reliance on this exemption by Mr. Warke and any person acting jointly or in concert
with Mr. Warke within any period of 12 months, when aggregated with acquisitions otherwise made by
Mr. Warke and any person acting jointly or in concert with Mr. Warke within the same 12-month period
does not exceed 5 per cent of the shares outstanding at the beginning of the 12-month period; (c) the shares
trade on the Toronto Stock Exchange; and (d) the value of the consideration paid for the acquired shares was not in excess
of the market price at the date of acquisition, as determined in accordance with Section 1.11 of NI 62-104, plus reasonable brokerage fees or commissions actually paid.
Mr. Warke acquired the shares for investment purposes. Depending on market conditions and other
factors, Mr. Warke may, from time to time, acquire additional shares or other securities of Augusta Gold
or dispose of some or all of his shares or other securities of Augusta Gold.
For a copy of the early warning report to which this press release relates, please contact:
Yoana Thomas,
Suite 555, 999 Canada Place,
Vancouver, B.C., V6C 3E1,
or at 604-687-1717.
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