Revival GOLD Announces Strategic Placement with Dundee Corporation

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REVIVAL GOLD ANNOUNCES STRATEGIC PLACEMENT

WITH DUNDEE CORPORATION

Toronto, ON – February 19th, 2025 – Revival Gold Inc. (TSXV: RVG, OTCQX: RVLGF) ("Revival Gold"

or the "Company") is pleased to announce that it has entered into a non-brokered agreement with

Dundee Corporation (TSX: DC.A) through its wholly owned subsidiary, Dundee Resources Limited

(“Dundee”), pursuant to which Dundee has agreed to purchase 10,000,000 units of the Company

(the "Units") at a price of CAD$0.32 per Unit, for gross proceeds of CAD$3,200,000 (the

"Placement").

Each Unit will consist of one common share of the Company (a "Common Share") and one -half of

one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle

the holder thereof to acquire one Common Share of the Company at an exercise price of CAD$0.45

for a period of twenty-four (24) months from the date of issuance.

Dundee is a TSX- listed mineral exploration and development investment corporation. Proceeds

from the Placement will be used to advance Revival Gold's ongoing project development activities

and for general working capital and corporate purposes.

In connection with the Placement, Revival Gold has granted Dundee a first right of refusal , for a

term of six months, to participate in any future equity financings and maintain the firm’s pro-rata

share in the Company . Additionally, Revival Gold and Dundee have agreed to undertake

metallurgical studies utilizing proprietary technologies developed by Dundee’s subsidiary, Dundee

Sustainable Technologies Inc. (“DST”).

Revival Gold has the option, exercisable in its sole discretion, to increase the size of the Placement

by up to 1 5%, for additional aggregate gross proceeds of up to CAD$ 480,000 (the “Upsized

Placement”). Upon closing of the Placement, Dundee will hold approximately 5% of the issued and

outstanding Common Shares of the Company on a non- diluted basis (assuming completion of the

Placement but excluding any additional Units issued pursuant to the Upsized Placement ). Any

securities issued pursuant to the Placement and the Upsized Placement will be subject to a statutory

four month hold period.

"Dundee and its team of mining, finance , and ESG professionals, including President & CEO,

Jonathan Goodman, have played key roles in the creation of some of the world’s most successful

precious metals businesses including Repadre Capital Corp., Dundee Precious Metals Inc. and

Sabina Gold & Silver Corp. We welcome Dundee as a new strategic investor in Revival Gold and we

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look forward to Dundee’s strategic and business input going forward”, said Hugh Agro, Revival Gold

President & CEO.

The Placement is subject to customary closing conditions, including the receipt of all necessary

regulatory approvals, including the approval of the TSX Venture Exchange. Close is expected on or

about February 28th, 2025.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities

in the United States. The securities described herein have not been and 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 in the United States absent registration or an

applicable exemption from such registration requirements.

About Revival Gold

Revival Gold is one of the largest, pure gold, mine developers in the United States. The Company is

advancing engineering and economic studies on the Mercur Gold Project in Utah and mine

permitting preparations and ongoing exploration at the Beartrack- Arnett Gold Project located in

Idaho. Revival Gold is listed on the TSX Venture Exchange under the ticker symbol “RVG” and trades

on the OTCQX Market under the ticker symbol “RVLGF”. The Company is headquartered in Toronto,

Canada, with its exploration and development office located in Salmon, Idaho.

About Dundee Corporation

Dundee Corporation is a public Canadian independent holding company, listed on the Toronto Stock

Exchange under the symbol “DC.A”. Through its operating subsidiaries, Dundee Corporation is an

active investor focused on delivering long-term, sustainable value as a trusted partner in the mining

sector with more than 30 years of experience making accretive mining investments.

For further information, please contact:

Hugh Agro, President & CEO or Lisa Ross, CFO

Telephone: (416) 366-4100 or Email: [email protected]

Cautionary Statement

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.

This press release contains "forward -looking information" within the meaning of applicable Canadian

securities legislation and "forward-looking statements" within the meaning of the U.S. Private Securities

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Litigation Reform Act of 1995 (collectively, "forward -looking statements"). Forward-looking statements are

not comprised of historical facts. Forward -looking statements include estimates and statements that

describe the Company’s future plans, objectives or goals, including words to the effect that the Company or

management expects a stated condition or result to occur. Forward-looking statements may be identified by

such terms as “believes”, “anticipates”, “expects”, “estimates”, “may”, “could”, “would”, “ will”, or “plan”.

Since forward-looking statements are based on assumptions and address future events and conditions, by

their very nature they involve inherent risks and uncertainties. Although these statements are based on

information currently available to the Company, the Company provides no assurance that actual results will

meet management’s expectations. Risks, uncertainties, and other factors involved with forward -looking

statements could cause actual events, results, performance, prospects, and opportunities to differ materially

from those expressed or implied by such forward-looking statements.

Forward-looking statements in this news release include, but are not limited to, the Company’s objectives,

goals and future plans, and statements of intent ion in this press release include, but are not limited to,

statements regarding the completion of the Placement , the intended use of proceeds from the Placement ,

the potential upsize of the Placement, the receipt of necessary regulatory approvals, the development of the

Company's projects, and the potential production estimates for the projects. Completion of the Placement

is subject to a number of conditions, including but not limited to, TSX Venture Exchange acceptance and, if

applicable, pursuant to the requirements of the TSX Venture Exchange, shareholder approval. There can be

no assurance that the Placement will be completed as proposed or at all. Forward -looking statements are

based on certain assumptions, including assumptions that the Placement will be completed on the terms

described herein, that all necessary regulatory approvals will be obtained in a timely manner, that the

Company will successfully apply the proceeds of the Placement as intended, and that the Company's projects

will advance as anticipated. Although Revival Gold believes that the assumptions and expectations reflected

in such forward-looking statements are reasonable, undue reliance should not be placed on forward-looking

statements, which are inherently subject to significant business, economic, and competitive risks,

uncertainties, and contingencies. Forward-looking statements a re subject to various known and unknown

risks and uncertainties, including but not limited to the risk that the Placement will not be completed as

expected or at all, that the proceeds of the Placement will not be used as anticipated, that the necessary

regulatory approvals will not be obtained in a timely manner, that the Company's projects will not proceed

as expected, changes in commodity prices, investor sentiment and market conditions as observed i n

historical transactions, and other risks and uncertai nties disclosed in the Company’s public filings with

Canadian securities regulators, including its most recent annual information form and management’s

discussion and analysis, available at www.sedarplus.ca . The forward-looking statements contained in this

press release are made as of the date of this press release. Except as required by law, the Company disclaims

any intention and assumes no obligation to update or revise any forward -looking statements, whether as a

result of new information, future events or otherwise. Additionally, the Company undertakes no obligation

to comment on the expectations of, or statements made by, third parties in respect of the matters discussed

above.