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GOT.V ·

Eric Sprott Takes 8.5% Stake IN Goliath Resources Limited

Corporate Updates

ERIC SPROTT TAKES 8.5% STAKE IN

GOLIATH RESOURCES LIMITED

Toronto, Ontario – February 10, 2021 – Goliath Resources Limited (TSX -V: GOT)

(OTCQB: GOTRF) (Frankfurt: B4IF) (the “Company” or “Goliath”) is pleased to announce

a non-brokered private placement and strategic investment by Mr. Eric Sprott through 2176423

Ontario Ltd. for a total of $2,000,000 representing a 8.5% stake in the Company post financing .

Crescat Capital (“Crescat”) LLC will be participating in this offering to maintain their 9.9%

interest.

The offering will consist of 4,189,090 units ( “Units”) priced at $0. 55 for gross proceeds of

$2,304,000. Each Unit will consist of one common share plus one warrant to purchase an

additional common share at $0. 86 for a twenty-four month period and subject to an accelerator

clause. The Company shall have the right to accelerate the exercise period after the 4 month hold

period has expired and its common shares close at or above $1.50 for a period of 20 consecutive

trading days. It is anticipated that the close will take place during the first week of March 2021.

“We are extremely pleased to welcome Mr. Eric Sprott as a new and significant shareholder in

Goliath. We appreciate Eric recognizing the potential upside for the Company and we look

forward to his continued support as well as Crescat . This investment is a strong testament to all

the hard work and dedication in the field that has led us from a concept to the new Surebet high-

grade gold -silver discovery in the Golden Triangle, BC . Goliath has caught the attention of

institutions, senior miners, and the technical community with the of addition of Dr. Quinton

Hennigh as its technical advisor . We are fully funded for the 2021 inaugural drill program at

Surebet and look forward to kicking off our program in Q2.”

The Company will not be paying any finder's fees in relation to this offering. This non-brokered

private placement is subject to TSX Venture Exchange a pproval. All shar es issued pursuant to

this offering and any shares issued pursuant to the exercise of warrants will be subject to a four -

month hold period from the closing date.

About Crescat Capital LLC

Crescat is a global macro asset management firm headquartered in Denver, Colorado. Crescat’s

mission is to grow and protect wealth over the long term by deploying tactical investment themes

based on proprietary value -driven equity and macro models. Crescat’s goal is industry leading

absolute and risk-adjusted returns over complete business cycles with low correlation to common

benchmarks. Crescat’s investment process involves a mix of asset classes and strategies to assist

with each client’s unique needs and objectives and includes Global Macro, Long/Sho rt, Large

Cap and Precious Metals funds.

Crescat is advised by its technical consultant Dr . Quinton Hennigh on investments in gold and

silver resource companies . Dr. Hennigh became an economic geologist after obtaining his PhD

in Geology/Geochemistry from the Colorado School of Mines . He has more than 30 years of

exploration experience with major gold mining firms that include Homestake Mining, Newcrest

Mining and Newmont Mining. Recently, Dr. Hennigh founded Novo Resources Corp (TSXV:

NVO) and serving as C hairman. Among his notable project involvements are First Mining

Gold’s Springpole gold deposit in Ontario, Kirkland Lake Gold’s acquisition of the Fosterville

gold mine in Australia, the Rattlesnake Hills gold deposit in Wyoming, and Lion One’s Tuvatu

gold project on Fiji, among many others.

About Goliath Resources Limited

Goliath Resources Limited is a junior explorer of p recious metals projects in the prolific Golden

Triangle of northwestern British Columbia and Abitibi Greenstone Belt of Quebec . All of its

projects are in world class geological settings and geopolitical safe jurisdictions amenable to

mining in Canada.

For more information please contact:

Goliath Resources Limited

Mr. Roger Rosmus

President and Chief Executive Officer

Tel: +1-416-488-2887 x222

[email protected]

www.goliathresourcesltd.com

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

in the policies of the TSX Venture Exchange), nor the OTCQB Venture Market accepts

responsibility for the adequacy or accuracy of this release.

Certain statements contained in this press release constitute forward -looking information. These

statements relate to future events or future performance. The use of any of the words "could", "intend",

"expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to

matters that are not historical facts are intended to identify forward -looking information and are based

on Goliath’s current belief or assumptions as to the outcome and timing of such future events. Actua l

future results may differ materially. In particular, this release contains forward -looking information

relating to, among other things, the ability of Company to complete the financings and its ability to build

value for its shareholders as it develops i ts mining properties . Various assumptions or factors are

typically applied in drawing conclusions or making the forecasts or projections set out in forward -

looking information. Those assumptions and factors are based on information c urrently available to

Goliath. Although such statements are based on management's reasonable assumptions, there can be no

assurance that the proposed transactions will occur, or that if the proposed transactions do occur, will be

completed on the terms described above.

The forward-looking information contained in this release is made as of the date hereof and Goliath is

not obligated to update or revise any forward -looking information, whether as a result of new

information, future events or otherwise, except as required by appl icable securities laws. Because of the

risks, uncertainties and assumptions contained herein, investors should not place undue reliance on

forward-looking information. The foregoing statements expressly qualify any forward -looking

information contained herein.

This announcement does not constitute an offer, invitation, or recommendation to subscribe for or

purchase any securities and neither this announcement nor anything contained in it shall form the basis

of any contract or commitment. In particular, this announcement does not constitute an offer to sell, or a

solicitation of an offer to buy, securities in the United States, or in any other jurisdiction in which such an

offer would be illegal.

The securities referred to herein have not been and will no t be will not be registered under the United

States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws and

may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (a s

defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and

applicable state securities laws or an exemption from such registration is available.

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTIO N TO U.S.

NEWSWIRE SERVICES AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES

DESCRIBED HEREIN.