Mr. Pablo McDonald reports

SOLSTICE ANNOUNCES FLOW-THROUGH SHARE AND UNIT FINANCING

Solstice Gold Corp. intends to complete a financing by way of a non-brokered private placement for aggregate proceeds of $420,000 subject to increase at the discretion of the board of directors of the company. Offering participation will be led by members of the management team and board of directors. The offering will be capped at a maximum of 12.5 million of national units, Ontario units and units.

The offering consists of: (i) units of the company (national units) at four cents per national unit, each national unit comprising one common share of the company qualifying as a flow-through share for purposes of the Income Tax Act (Canada) (the ITA) and one-half warrant where one full warrant is exercisable for one common share of the company at six cents for 12 months from the closing date of the offering; (ii) units of the company (Ontario units) to residents in Ontario at five cents per Ontario unit, each Ontario unit comprising one common share of the company qualifying as a flow-through share for the purposes of the ITA and one-half warrant; and (iii) units of the company at 3.5 cents per unit, each unit comprising one common share of the company and one-half warrant.

The gross proceeds raised from the offering will be used by the company: (i) from the national units to finance exploration programs qualifying as Canadian exploration expenses and flow-through mining expenditures (as those terms are defined in the ITA) at the company's mining projects; (ii) from the Ontario units to finance exploration programs qualifying as Canadian exploration expenses and flow-through mining expenditures at the company's mining projects in Ontario; and (iii) from the units for general corporate and working capital. The majority of the proceeds will go to financing grassroots lithium exploration at the company's SLP property.

The closing of the offering is expected to occur on or about Aug. 7, 2023, and is subject to receipt of all applicable regulatory approvals, including the approval of the TSX Venture Exchange. By way of private placement, the national units will be offered to Canadian residents other than in Ontario, the Ontario units will be offered to residents of Ontario, and the units will be offered to residents of Canada and other jurisdictions as determined by the board of directors of the company. All securities issued under the offering will be subject to a statutory hold period of four months and one day from the closing date and all securities with a price of less than five cents will be subject to a TSX-V hold period.

In accordance with the TSX-V policies, the company is relying on a minimum pricing exception to issue securities at less than five cents per listed security. Accordingly the company will not issue securities under the offering comprising more than 100 per cent of its issued and outstanding shares. The company will provide a detailed use of proceeds on a percentile basis at closing of the offering when the number of national units, Ontario units and units distributed under the offering is determined which dictates the specific use of proceeds of the offering.

The purchase of securities under the offering by related parties are expected to constitute related party transactions of the company under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. It is expected pursuant to sections 5.5(b) and 5.7(1)(a) of MI 61-101, the company will be exempt from obtaining formal valuation and minority approval of the company's shareholders respecting the purchase of securities under the offering by related parties as the fair market value of securities to be purchased under the offering is expected to be below 25 per cent of the company's market capitalization as determined in accordance with MI 61-101.

About Solstice Gold Corp.

Solstice is an exploration company with quality, district-scale gold projects in established mining regions of Canada. Its 197-square-kilometre SLP property is located in the English River subprovince in an area that has recently garnered significant interest for its potential to host rare metals. The 194 square km Red Lake Extension (RLX) and New Frontier projects are located at the northwestern extension of the prolific Red Lake camp in Ontario and approximately 45 km from the Red Lake mine complex owned by Evolution Mining. The 322 square km Atikokan gold project is approximately 23 km from the Hammond Reef gold project owned by Agnico Eagle Mines Ltd. The Qaiqtuq gold project, which covers 886 square km with certain other rights covering an adjacent 683 square km, hosts a 10 square km high-grade gold boulder field, is fully permitted and hosts multiple drill-ready targets. Qaiqtuq is located in Nunavut, only 26 km from Rankin Inlet and approximately seven km from the Meliadine gold mine owned by Agnico Eagle Mines. An extensive gold and battery metal royalty and property portfolio of over 80 assets was purchased in October, 2021. Over $2-million in value and three new royalties have been generated since the acquisition.

Sandy Barham, MSc, PGeo, senior geologist, is the qualified person as defined by National Instrument 43-101 standards responsible for reviewing and approving the technical disclosures of this news release.

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