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Cassiar Gold Announces $1 Million Insider- Led Private Placement

Financings

Cassiar Gold Announces $1 Million Insider-

Led Private Placement

Calgary, Alberta--(Newsfile Corp. - July 21, 2022) -

Cassiar Gold Corp. (TSXV: GLDC) (OTCQX:

CGLCF)

("

Cassiar Gold

" or the "

Company

") has arranged an insider-led, non-brokered private

placement consisting of up to 1,428,571 flow-through units ("FT Units") at a price of C$0.70 per FT Unit

for gross proceeds of up to C$1 Million (the "Offering"). Insiders of the Company have committed to

purchase a minimum of C$500,000 of the FT Units with all proceeds to be used to fund ongoing

exploration and drill programs at its flagship Cassiar Gold Project in northern British Columbia, Canada.

Each FT Unit will consist of one common share of the Company issued on a "CEE flow-through" basis

pursuant to the Income Tax Act (Canada) and one-half of one common share purchase warrant.

Each

whole warrant will be exercisable by the holder to acquire one common share of the Company at a price

of C$0.90 cents for a period of 24 months following the closing date of the Offering. The securities

issued pursuant to the Offering will be subject to a four-month hold period under applicable securities

laws.

Marco Roque, President and CEO of Cassiar Gold, stated: "Thanks to the hard work of our dedicated

technical team at site, our 2022 drill campaign is advancing ahead of schedule with nearly 9,000 metres

already completed, putting us in a position to potentially expand our drill program beyond the original

target of 20,000 metres. The additional funding from this private placement will bolster our current

financial position and provide us with the opportunity to potentially add more metres to our drill program if

conditions allow.

The significant insider participation in this financing underscores the high conviction of

management and directors on the prospects of the district-scale Cassiar Gold Property."

Participation by insiders of the Company in the Offering will constitute a related party transaction as

defined in Multilateral Instrument 61-101 -

Protection of Minority Security Holders in Special

Transactions

("

MI 61-101

"). The Company intends to rely on exemptions from the formal valuation and

minority shareholder requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the

basis that neither the fair market value of the gross securities to be issued under the Offering nor the

consideration to be paid by insiders of the Company will exceed 25% of the Company's market

capitalization.

Closing of the Offering is expected to occur on or before July 29, 2022, and is subject to certain

conditions including, but not limited to, the receipt of all necessary approvals including the approval of the

TSX Venture Exchange ("TSXV").

The securities being offered 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 in the United States or to, or for the

account or benefit of, U.S. persons absent registration or an applicable exemption from the registration

requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy

nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale

would be unlawful.

About Cassiar Gold Corp.

Cassiar Gold Corp. is a Canadian gold exploration company holding a 100% interest in its flagship

Cassiar Gold Property located in British Columbia, Canada. The Cassiar Gold property spans 590 km

2

and consists of two main project areas: Cassiar North, which hosts a NI 43-101-compliant inferred

resource estimate of 1.4Moz at 1.14 g/t Au (cutoff grade of 0.5 g/t) known as the as the Taurus Deposit

(see National Instrument 43-101 Technical report on the Cassiar Gold property, April 28, 2022, by S.

Zelligan, J. Moors, C. Jolette, posted to SEDAR); and Cassiar South which hosts numerous gold

showings, historical workings, and exploration prospects. Historical underground mines in the Cassiar

South area have yielded over 315,000 oz of Au at average head grades of between 10 and 20 g/t Au

(BC Minfile), underscoring the high potential for further discovery and expansion of bonanza-grade

orogenic gold veins.

The Company also holds a 100% interest in the Sheep Creek gold camp located near Salmo, BC. The

Sheep Creek gold district ranks as the third largest past-producing orogenic gold district in BC with

historical gold production of 742,000 ounces gold at an average grade of 14.7 g/t gold from 1900 to

1951. Minimal exploration work has been conducted since the 1950s.

Cassiar Gold acknowledges, respects, and supports the rights of Traditional First Nations in the lands

and communities where we operate.

CONTACT INFORMATION

Cassiar Gold Corp.

Shirley Anthony

VP Investor Relations & Communications

1-778-999-2771

[email protected]

Forward-Looking Statements

This press release may contain forward-looking statements including those describing Cassiar's

future plans and the expectations of management that a stated result or condition will occur. Any

statement addressing future events or conditions necessarily involves inherent risk and uncertainty.

Actual results can differ materially from those anticipated by management at the time of writing due to

many factors, the majority of which are beyond the control of Cassiar and its management. In

particular, this news release contains forward-looking statements pertaining, directly or indirectly, to

the following: the Company's exploration plans and work commitments, the ability to close the Offering

in the amount anticipated or at all and the use of proceeds of the Offering.

Although Cassiar believes that the expectations and assumptions on which the forward-looking

statements are based are reasonable, undue reliance should not be placed on the forward-looking

statements because the Company can give no assurance that they will prove to be correct. Since

forward-looking statements address future events and conditions, by their very nature they involve

inherent risks and uncertainties, actual results could differ materially from those currently anticipated

due to a number of factors and risks. These include, but are not limited to, general economic, market

or business conditions, risks associated with the exploration and development industry in general

(e.g., operational risks in development, exploration and production; the uncertainty of mineral

resource estimates; the uncertainty of estimates and projections relating to production, costs and

expenses, and health, safety and environmental risks), constraint in the availability of services,

commodity price and exchange rate fluctuations, the current COVID-19 pandemic, changes in

legislation impacting the mining industry, adverse weather conditions and uncertainties resulting from

potential delays or changes in plans with respect to exploration or development projects or capital

expenditures.

Readers are cautioned that the foregoing list of risk factors should not be construed as exhaustive.

These statements speak only as of the date of this release or as of the date specified in the

documents accompanying this release, as the case may be. The Company undertakes no obligation

to publicly update or revise any forward-looking statements except as expressly required by

applicable securities laws.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the

policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this

release.

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR

DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit

https://www.newsfilecorp.com/release/131479