Mr. Dan Gagnon reports

GOWEST GOLD ANNOUNCES NEW $10 MILLION LOAN AGREEMENT

Gowest Gold Ltd. has entered into a loan agreement with Lush Land Investment Canada Inc. (the lender), pursuant to which Gowest may borrow up to an aggregate principal amount of $10-million.

The proceeds of this loan are intended to be used by Gowest for continuing general working capital requirements, the payment of outstanding accounts payable due to Northern Sun Mining Corp. of approximately $4.55-million and proposed advances to be made to Northern Sun as a prepayment for future milling services, such advances to be used by Northern Sun for certain expenses to be incurred in connection with the construction of the tailings pond at the Redstone mill and/or other capital investments, in preparation for milling Gowest's ore mined from Bradshaw. Definitive terms for such a milling agreement between the corporation and Northern Sun are currently being negotiated.

Dan Gagnon, president and chief executive officer of Gowest, said: "Thanks to the ongoing strong support of our largest shareholders, we are continuing to advance our development and operational plans for Bradshaw and our other North Timmins gold project properties. In addition to Greenwater's exploration-focused loan, announced last month, Lush Land is helping us to press forward with Northern Sun to ready the Redstone mill for milling our ore when we return underground at Bradshaw later this year."

Description of loan agreement

On Jan. 19, 2024, the corporation entered into a loan agreement with the lender, an investment company incorporated under the laws of Ontario, pursuant to which the lender has agreed to advance to the corporation an aggregate principal amount of up to $10-million.

The aggregate principal amount under the loan agreement will be financed in tranches at the written request of the corporation. Each tranche advanced under the loan agreement will be for a minimum principal amount of $500,000. The loan is unsecured, and funds advanced under the loan agreement will bear interest at a rate of 12 per cent per annum. The outstanding principal balance, together with accrued and unpaid interest thereon, will be due and payable on Dec. 31, 2025. The outstanding principal balance and accrued interest may be prepaid by the corporation at any time during the term of the loan without penalty.

As the lender is a significant shareholder of the corporation, holding approximately 45.36 per cent of the issued and outstanding common shares of the corporation, the entering into of the loan agreement constitutes a related party transaction pursuant to Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions.

The loan transaction under the loan agreement is exempt from the valuation requirement under MI 61-101 by virtue of the exemptions contained in sections 5.5(a) and (b) of MI 61-101, as the maximum principal amount of the loan represents less than 25 per cent of the corporation's market capitalization, and the common shares of the corporation are listed only on the TSX Venture Exchange and not on any other stock exchange. The transaction is exempt from the minority shareholder approval requirement under MI 61-101 by virtue of the exemptions contained in sections 5.7(1)(a) and 5.7(1)(f) of MI 61-101, as the maximum principal amount of the loan represents less than 25 per cent of the corporation's market capitalization, and the transaction has been obtained on reasonable commercial terms that are not less advantageous to the corporation than if the loan were obtained from a person dealing at arm's length with the corporation. The loan is not convertible into common shares of the corporation pursuant to its terms.

The loan agreement has been approved by the disinterested members of the board of directors of the corporation. In connection with the approval of the loan agreement, Meirong Yuan, a director of the corporation who is also a director of the lender, abstained from voting in respect of the transaction. All other directors consented to the entering into of the loan agreement and the consummation of the loan transaction thereunder.

A material change report is not being filed more than 21 days prior to entering into of the loan agreement in order that the corporation may close the transaction and access funds thereunder as expeditiously as possible.

The loan agreement remains subject to the final approval of the TSX Venture Exchange.

Previously announced loan agreement for exploration

As announced on Dec. 27, 2023, Gowest entered into a loan agreement for an aggregate principal amount of up to $10-million to finance additional exploration at its North Timmins gold project (NTGP) with Greenwater Investment Hong Kong Ltd., an investment company incorporated under the laws of Hong Kong, pursuant to which Greenwater agreed to advance to the corporation an aggregate principal amount of up to $10-million. The additional exploration will be focused on the corporation's 100-per-cent-owned Bradshaw gold mine. This recently financed program is part of a larger planned program aimed at expanding the minable resource at Bradshaw, as well as to further test other parts of the corporation's NTGP area where notable gold has also previously been intercepted.

About Gowest Gold Ltd.

Gowest is a Canadian gold exploration and development company focused on the delineation and development of its 100-per-cent-owned Bradshaw gold deposit on the Frankfield property, part of the corporation's North Timmins gold project (NTGP). Gowest is exploring additional gold targets on its 100-plus-square-kilometre NTGP land package and continues to evaluate the area, which is part of the prolific Timmins, Ont., gold camp. Currently, Bradshaw contains a National Instrument 43-101 indicated resource estimated at 2.1 million tonnes grading 6.19 grams per tonne gold (g/t Au) containing 422,000 ounces (oz) Au and an inferred resource of 3.6 million tonnes grading 6.47 g/t Au containing 755,000 oz Au. Further, based on the prefeasibility study produced by Stantec Mining and announced on June 9, 2015, Bradshaw contains mineral reserves (mineral resources are inclusive of mineral reserves) in the probable category, using a three g/t Au cut-off and utilizing a gold price of $1,200 (U.S.)/oz, totalling 1.8 million tonnes grading 4.82 g/t Au for 277,000 oz Au.

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