Mr. James Mackie reports

MAJESTIC ANNOUNCES CHANGE IN USE OF THE NET PROCEEDS FROM GLOBAL OFFERING

Majestic Gold Corp. has made reference to: (i) the prospectus of Persistence Resources Group Ltd. dated Dec. 14, 2023, in relation to the global offering; (ii) the news release dated March 25, 2024, in relation to a letter of intent to acquire gold project through use of the net proceeds from global offering; and (iii) the 2023 annual report of the company dated March 28, 2024.

The company hereby announces that after careful consideration and detailed evaluation of the company's operations and business strategy, it has resolved to change the use of the unutilized portion of the net proceeds in the manner as set out below.

Change in use of unutilized net proceeds from global offering

The original intended purposes and uses of the net proceeds, which amounted to approximately $218.3-million (Hong Kong), were disclosed in the section headed "Future plans and use of proceeds -- use of proceeds" in the prospectus, and further updated in the section headed "Management discussion and analysis -- use of proceeds from global offering" in the annual report.

As at June 30, 2024, the company has utilized approximately $24.9-million (H.K.) of the net proceeds, and the unutilized portion of the net proceeds amounted to approximately $193.4-million (H.K.). The original and revised allocation of the net proceeds is set out herein.

On the basis of the change in use of unutilized net proceeds as set out in the attached table, the company currently expects to fully utilize the unutilized net proceeds by Dec. 31, 2025. The expected timeline for utilizing the unutilized net proceeds is based on the best estimation of the commercial market situations made by the company and may be subject to changes based on the market conditions.

Reasons for the change in use of proceeds

As originally disclosed in the section headed "Future plans and use of proceeds -- use of proceeds" in the prospectus, approximately 12.6 per cent of the net proceeds was allocated to repay certain borrowings of the company from Huaxia Bank Co. Ltd., Yantai branch.

However, pursuant to the recent regulatory updates from the State Administration of Foreign Exchange of the People's Republic of China or its local branch, the whole application process of the original repayment plan has been significantly extended. As such, the company has resolved to: (i) use internal source of funds (denominated in renminbi) of the company for the repayment of existing bank loans to comply with the repayment schedule of such existing bank loans; and (ii) reallocate the whole portion of the unutilized net proceeds, which is originally intended for loan repayment to the expansion of the business of the company through selective acquisitions of gold mining assets, resulting an increase of such portion from approximately $120.1-million (H.K.) to approximately $147.6-million (H.K.).

The company confirms that there are no material changes in the nature of the business of the company as set out in the prospectus. The company believes that the above change in the use of the unutilized net proceeds will not have any material adverse impact on the operations of the company, and such change will allow the company to deploy its financial resources more efficiently and enhance the business performance in the long run. The company has no other changes to the plan for utilizing the remaining net proceeds from the global offering other than as disclosed in this announcement.

About Majestic Gold Corp.

Currently focused in China, Majestic is a British Columbia-based company engaged in commercial gold production at the Songjiagou gold mine in eastern Shandong province, China.

We seek Safe Harbor.