Mr. Terry Harbort reports

TALISKER ANNOUNCES US$31,250,000 FINANCING WITH SPROTT RESOURCE STREAMING AND ROYALTY CORP. FOR THE BRALORNE GOLD PROJECT

Talisker Resources Ltd. has entered into a royalty agreement with Sprott Resource Streaming and Royalty Corp. in relation to the company's 100-per-cent-owned Bralorne gold project. Under the terms of the agreement, Sprott will pay the company up to $31.25-million (U.S.) for a net smelter returns royalty (NSR) covering all minerals produced from the project. Highlights of the royalty transaction include:

• A maximum of $31.25-million (U.S.), with a minimum consideration of $18.75-million (U.S.), payable as to:
  • An initial grant of a 1.12-per-cent royalty for a draw of $7-million (U.S.) for drilling, detailed engineering and working capital;
  • A further 1.88-per-cent royalty for a subsequent draw of $11.75-million (U.S.), among other things, the signing of a toll milling agreement for mobilization, site infrastructure, resource conversion drilling and working capital; and
  • Up to a further 2-per-cent royalty, to a maximum of a 5-per-cent royalty, for $12.5-million (U.S.) available as needed for site infrastructure, mine start-up capital and working capital.
• An option, exercisable solely at the discretion of the company until Dec. 31, 2028, to repurchase 50 per cent of the royalty (as more particularly described below);
• The residual royalty will be reduced by an additional 50 per cent for no additional consideration following 1.5 million ounces of gold production; and
• Closing of the initial 1.12-per-cent royalty is subject to customary closing conditions and is expected to occur mid-June, 2023.

Terry Harbort, president and chief executive officer of Talisker, stated: "This non-dilutive funding package delivers a major catalyst to Talisker, providing the necessary capital for the pathway to long-term production at Bralorne. The flexible deal provides the necessary upfront funds for infill drilling and development while protecting the project's considerable resource and exploration upside with buyback and capping optionality. Following on from our strong resource statement earlier in the year, we look forward to advancing Bralorne to the next stage."

Michael Harrison, managing partner, Sprott Resource Streaming and Royalty, commented, "As a permitted high-grade Canadian asset with known metallurgy, and exceptional grade and vein continuity, we are pleased to partner with Talisker and provide assistance in reigniting Bralorne as British Columbia's largest historic gold producer."

Buyback

The company will have a right, to be satisfied in cash or in shares (subject to a 4.9-per-cent ownership limit, calculated at the time of the buyback), at the company's sole discretion (and subject to prior approval of the Toronto Stock Exchange), to repurchase a 50-per-cent interest of the royalty for a price that is equal to half of the then-paid purchase price multiplied by the multiplier, as shown in the associate table.

Production target

There is an amount payable under the royalty by the company if quarterly production targets of 17,500 ounces for each of the quarters ending Sept. 30, 2026, and Dec. 31, 2026, are not achieved.

Participation right

The company has granted a five-year pre-emptive right (subject to rights previously granted to Osisko Gold Royalties Ltd.) to participate up to a maximum of 40 per cent, or $40-million (U.S.), in any proposed grant, sale or issuance to any third party of a stream, royalty or similar transaction based on future production from the project.

Closing

The royalty transaction is subject to certain customary closing conditions. Furthermore, the issuance of any common shares of the company in connection with the royalty transaction will require the prior approval of the TSX.

Talisker is providing an opportunity for shareholders and other interested parties to participate in a webinar to be held at 2 p.m. ET on Thursday, June 15, 2023. Please register on-line.

About Talisker Resources Ltd.

Talisker is a junior resource company involved in the exploration of gold projects in British Columbia, Canada. Talisker's projects include the Bralorne gold complex and the Ladner gold project, both advanced-stage projects with significant exploration potential from historical high-grade producing gold mines, as well as its Spences Bridge project, where the company holds approximately 85 per cent of the emerging Spences Bridge gold belt, and several other early-stage greenfields projects. With its properties comprising 291,392 hectares over 487 claims, three leases and 197 Crown grant claims, Talisker is a dominant exploration player in south-central British Columbia.

We seek Safe Harbor.