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MJS.V ·

Majestic Completes ON Acquisition of Shares in Target Company

Mergers & Acquisitions

MAJESTIC COMPLETES ON ACQUISITION

OF SHARES IN TARGET COMPANY

Vancouver, British Columbia – February 24, 2025 - Majestic Gold Corp. (“Majestic” or the “Company”)

(TSX.V: MJS) is pleased to provide an update to its January 13, 2025 and November 25, 2024 News Releases

announcing its Share Purchase and Capital Increase Agreement (the “Agreement”) for the acquisition of a

52% interest in the Target Company and the Muping Gold Project, through its 70.5% owned subsidiary,

Persistence Resources Group Ltd.

The Company is pleased to announce that all conditions precedent to the Agreement have been satisfied and

the Company now, through its subsidiaries, holds approximately 52% of the equity interest in the Target

Company. The Company has become its controlling shareholder and consequently, the Target Company is

now a non-wholly-owned subsidiary of the Company and its financial results will be consolidated into the

Company’s financial statements.

Additional information of the Acquisition and the Muping Gold Project can be found at

https://majesticgold.com/projects/mining/muping-gold-project/

About Majestic Gold

Majestic Gold Corp., a British Columbia based company, is a low -cost junior gold producer engaged in

commercial gold production at the Songjiagou Gold Mine in eastern Shandong Province, China . Additional

information on the Company and its projects is available at www.sedarplus.ca and on the Company’s website

at www.majesticgold.com.

For further information, please contact:

James Mackie, CFO and Corporate Secretary

Telephone: (604) 560-9060

Email: [email protected]

Website: www.majesticgold.com

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

Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Notes

Certain statements contained herein may constitute forward‐looking statements and are made pursuant to the "safe

harbor" provisions of the United States Private Securities Litigation Reform Act of 1995 and Canadian securities laws.

Forward‐looking statemen ts are statements which relate to future events. Such statements include estimates,

forecasts, and statements as to management's expectations with respect to, among other things, business and

financial prospects, financial multiples and accretion estimates , future trends, plans, strategies, objectives, and

expectations, including with respect to production, exploration drilling, reserves and resources, exploitation activities

and events or future operations. Information inferred from the interpretation of drilling results and information

concerning mineral resource estimates may also be deemed to be forward ‐looking statements, as it constitutes a

prediction of what might be found to be present when, and if, a project is actually developed.

306 - 1688 152nd Street

Surrey, British Columbia

Canada, V4A 4N2

Telephone: 604-560-9060

Facsimile: 604-560-9062

Email: [email protected]

In some cases, you can identify forward‐looking statements by terminology such as "may", "should", "expects", "plans,

"anticipates", believes", "estimates", "predicts", "potential", or "continue" or the negative of these terms or other

comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties

and other factors that may cause our or our industry's actual results, level of activity, performance, or achievements

to be materially different from any future r esults, levels of activity, performance, or achievements expressed or

implied by these forward‐looking statements.

While these forward‐looking statements, and any assumptions upon which they are based, are made in good faith,

and reflect our current judgment regarding the direction of our business, actual results will almost always vary,

sometimes materially, from any estimates, predictions, projections, assumptions , or other future performance

suggestions herein. Except as required by applicable law, Majestic Gold does not intend to update any forward‐

looking statements to conform these statements to actual results.