Mr. Matt Manson reports

MARATHON GOLD ANNOUNCES C$26 MILLION BOUGHT DEAL PUBLIC OFFERING OF UNITS

Marathon Gold Corp. has entered into an agreement with Canaccord Genuity Corp., Sprott Capital Partners and RBC Capital Markets to act as co-lead underwriters, on behalf of a syndicate of underwriters, pursuant to which the underwriters will purchase, on a bought-deal basis, an aggregate of 17,375,000 units of the company at a price of $1.50 per unit for aggregate gross proceeds of $26,062,500.

Each unit will comprise one common share of the company and one-half of one common share purchase warrant of the company. Each warrant will entitle the holder to acquire one common share of the company at a price of $1.90 per common share at any time on or before the date that is 12 months after the closing date (as defined herein).

In addition, the company will grant the underwriters an option to acquire up to an additional 2,606,250 units at a price of $1.50 per underwriter option unit for additional gross proceeds of up to $3,912,900, exercisable in whole or in part, at any time on or prior to the date that is 30 days following the closing date.

The company intends to use the net proceeds from the offering to continue the permitting, development and exploration of the Valentine gold project, as well as for working capital and general corporate purposes.

The offered securities will be offered by way of a short-form prospectus in each of the provinces of Canada, except Quebec, as agreed to by the company and the underwriters.

Closing of the offering is expected to occur on or about May 26, 2020, and is subject to certain conditions including, but not limited to, receipt of all necessary regulatory approvals, including the approval of the Toronto Stock Exchange and applicable securities regulatory authorities.

About Marathon Gold Corp.

Marathon is a Toronto-based gold company advancing its 100-per-cent-owned Valentine gold project located in central Newfoundland, one of the top mining jurisdictions in the world. The project comprises a series of four mineralized deposits along a 20-kilometre system. An April, 2020, prefeasibility study outlined an open-pit mining and conventional milling operation over a 12-year mine life with a 36-per-cent after-tax rate of return. The project has estimated proven and probable mineral reserves of 1.87 million ounces (41.05 million tonnes at 1.41 grams per tonne Au) and total measured and indicated mineral resources (inclusive of the mineral reserves) of 3.09 million oz (54.9 million t at 1.75 g/t Au).

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