CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED HEREIN Allegiant Gold Announces Non‐Brokered Private Placement
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES AND DOES NOT
CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED HEREIN
Allegiant Gold Announces Non‐Brokered Private Placement
Tonopah, Nevada / June 2, 2025 ‐ Allegiant Gold Ltd. (“Allegian t” or the “Company”) (AUAU: TSX‐V)
(AUXXF: OTCQX) announces that the Company is launching a non‐brokered private placement offering
(the "Offering") of up to 19,444,444 units (“Unit”) at a price of $0.18 per Unit for gross proceeds of up
to $3,500,000. Each Unit will consist of one common share (each a “Common Share”) and one half of
one Common Share purchase warrant (each whole warrant a “Warrant”).
Each Warrant will entitle the holder to acquire an additional C ommon Share at a price of $0.28 for a
period of 12 months from the date of closing (the “Closing Date”) of the Offering, provided that in the
event that the closing price of the Company’s Common Shares on the TSX Venture Exchange (the
“Exchange”) (or such other exchange on which the Company’s Common Shares may become traded) is
CDN$0.70 or greater per Common Share during any ten (10) consecutive trading day period at any time
subsequent to four months and on e day after the Closing Date, t he Warrants will expire at 4:00 p.m.
(Vancouver time) on the 30th day after the date on which the Company provides notice of such
accelerated expiry to the holders of the Warrants.
Finder’s fees may be paid to qualified parties in accordance wi th applicable securities laws. The net
proceeds from the Offering will be used for general working capital.
All securities issued in connection with the Offering will be s ubject to a statutory hold period of four
months plus a day from the date of issuance in accordance with applicable securities legislation and
the Exchange Hold Period.
The Offering is subject to receipt of all necessary regulatory approvals, including receiving approval
from the Exchange.
ABOUT ALLEGIANT
Allegiant owns five highly prospective gold projects in the Uni ted States all of which are in the mining‐
friendly jurisdiction of Nevada. Allegiant’s flagship, district ‐scale Eastside project hosts a large and
expanding gold resource and is in an area of excellent infrastr ucture. Preliminary metallurgical testing
indicates that both oxide and sulphide gold mineralization at Eastside is amenable to heap leaching.
ON BEHALF OF THE BOARD
Peter Gianulis
CEO
For more information contact:
Investor Relations
Neither TSX Venture Exchange nor its Regulation Services Provid er (as that term is defined in policies of the TSX Venture Exch ange) accepts responsibility for
the adequacy or accuracy of this release.
Certain statements and information contained in this press rele ase constitute "forward‐looking statements" within the meaning of applicable U.S. securities
laws and “forward‐looking information” within the meaning of ap plicable Canadian securities laws, which are referred to collec tively as "forward‐looking
statements". The United States Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for certain forward‐looking statements. Allegiant Gold
Ltd.’s (“Allegiant”) exploration plans for its gold exploration properties, the drill program at Allegiant’s Eastside project, the preparation and publication of an
updated resource estimate in respect of the Original Zone at th e Eastside project, Allegiant’s future exploration and development plans, including anticipated
costs and timing thereof; Allegiant’s plans for growth through exploration activities, acquisitions or otherwise; and expectations regarding future maintenance
and capital expenditures, and working capital requirements. Fo rward‐looking statements are statements and information regardi ng possible events,
conditions or results of operations that are based upon assumpt ions about future economic conditions and courses of action. Al l statements and information
other than statements of historical fact may be forward‐looking statements. In some cases, forward‐looking statements can be i dentified by the use of words
such as “seek”, “expect”, “anticipate”, “budget”, “plan”, “estimate”, “continue”, “forecast”, “intend”, “believe”, “predict”, “potential”, “target”, “may”,
“could”, “would”, “might”, “will” and similar words or phrases (including negative variations) suggesting future outcomes or statements regarding an outlook.
Such forward‐looking statements are based on a number of materi al factors and assumptions and involve known and unknown risks, uncertainties and other
factors which may cause actual results, performance or achievem ents, or industry results, to differ materially from those anti cipated in such forward‐looking
information. You are cautioned not to place undue reliance on forward‐looking statements contained in this press release. Some of the known risks and other
factors which could cause actual results to differ materially from those expressed in the forward‐looking statements are described in the sections entitled “Risk
Factors” in Allegiant’s Listing Application, dated January 24, 2018, as filed with the TSX Venture Exchange and available on S EDAR+ under Allegiant’s profile
at www.sedarplus.ca. Actual results and future events could differ materially fro m those anticipated in such statements. Allegiant undertakes no obligation
to update or revise any forward‐looking statements included in this press release if these beliefs, estimates and opinions or other circumstances should change,
except as otherwise required by applicable law.
The securities referred to in this news release have not been, nor will they be, registered under the United States Securities
Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of,
U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements.
This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities.
Any public offering of securities in the United States must be made by means of a prospectus containing detailed
information about the company and management, as well as financial statements.