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RVG.V ·

This brings the total number of Units sold in the Offering to 9,229,129 for aggregate gross proceeds of $3,230,195.

Financings

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REVIVAL GOLD CLOSES NON-BROKERED PRIVATE PLACEMENT

/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

Toronto, ON – December 14th, 2023 – Revival Gold Inc. (TSXV: RVG, OTCQX: RVLGF) (“Revival Gold”

or the “Company ”), is pleased to announce that further to its press release dated November 30,

2023 it has closed the second and final tranche (the “Final Tranche”) of its previously announced

non-brokered private placement (the “Offering ”). An aggregate of 2,994,485 units (the “Units”)

were sold under the Final Tranche at a price of $0.35 per Unit for gross proceeds of $1,048,070.

This brings the total number of Units sold in the Offering to 9,229,129 for aggregate gross proceeds

of $3,230,195.

Each Unit is comprised of one (1) common share of the Company (a “Common Share”) and one half

of one (0.5) Common Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant is

exercisable into one (1) Common Share (a “Warrant Share”) at a price of $0.45 per Warrant Share

at any time for a period of thirty-six (36) months from the closing of the Offering.

“We are pleased to have completed this private placement and look forward to releasing further

exploration results in the weeks ahead”, Hugh Agro, President & CEO.

The net proceeds of the Offering are expected to be used to fund on- going exploration and

development at the Company’s core Beartrack -Arnett Gold Project (“Beartrack -Arnett” or the

“Project”) located in Lemhi County, Idaho, and for general corporate purposes.

In connection with the closing of the Final Tranche, the Company paid commissions to certain

finders of an aggregate of $5,250 in cash and 15,000 finder warrants (the “Finder Warrants”). Each

Finder Warrant entitles the holder thereof to purchase one (1) Common Share (a “Finder Warrant

Share”) at an exercise price of $0.35 per Finder Warrant Share for a period of thirty-six (36) months

from the closing of the Second Tranche.

The Offering and the closing of the Final Tranche is subject to certain conditions including, but not

limited to, the receipt of all required regulatory approvals including the approval of the TSX Venture

Exchange (“TSXV”). All securities issued and issuable in connection with the Offering were

distributed pursuant to the “accredited investor” and “minimum amount investment” exemptions

under National Instrument 45-106 – Prospectus Exemptions in certain provinces of Canada, and are

subject to a hold period of four months plus one day from the date of issuance. All dollar amounts

including the symbol “$”, are expressed in Canadian dollars.

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The securities offered pursuant to the Offering 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 U.S. state

security laws, and may not be offered or sold in the United States without registration under the

U.S. Securities Act and all applicable state securities laws or compliance with requirements of an

applicable exemption therefrom. This news release shall not constitute an offer to sell or the

solicitation of an offer to buy securities in the United States, nor shall there be any sale of these

securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Revival Gold Inc.

Revival Gold is a growth -focused gold exploration and development company. The Company is

advancing the Beartrack-Arnett Gold Project located in Idaho, USA.

Beartrack-Arnett is the largest past- producing gold mine in Idaho. The Project benefits from

extensive existing infrastructure and is the subject of a recent Preliminary Feasibility Study for the

potential restart of open pit heap leach gold production operations.

Since reassembling the Beartrack -Arnett land position in 2017, Revival Gold has made one of the

largest new discoveries of gold in the United States in the past decade. The mineralized trend at

Beartrack extends for over five kilometers and is open on strike and at depth. Mineralization at

Arnett is open in all directions.

Additional disclosure including the Company’s financial statements, technical reports, news

releases and other information can be obtained at www.revival- gold.com or on SEDAR+ at

www.sedarplus.ca.

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 news release.

This press release includes certain "forward-looking information" within the meaning of Canadian securities legislation

and “forward -looking statements” within the meaning of U.S. securities legislation (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 state d 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 addre ss 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

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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 document include, but are not limited to, statements regarding the anticipated use

of the net proceeds from the Offering, the receipt of all necessary approvals for the Offering, the Company’s objectives,

goals and future plans, and statements of intent, the implications of exploration results, mineral resource/reserve

estimates and the economic analysis thereof, exploration and mine development plans, timing of the commencement

of operations, estimates of market conditions, and statements regarding the results of the pre -feasibility study,

including the anticipated capital and operating costs, sustaining costs, net present value, internal rate of return,

payback period, process capacity, average annual metal production, average process recoveries, concession

renewal, permitting of the project, anticipated mining and processing methods, proposed pre -feasibility study

production schedule and metal production profile, anticipated construction period, anticipated mine life, expected

recoveries and grades, anticipated production rates, infrastructure, social and environmental impact studies,

availability of labour, tax rates and commodity prices that would support development of the Project. Factors that could

cause actual results to differ materially from such forward-looking statements include, but are not limited to failure to

identify mineral resources, failure to convert estimated mineral resources to reserves, the inability to maintain the

modelling and assumptions upon which the interpretation of results are based after further testing, the inability to

complete a feasibility study which recommends a production decision, the preliminary nature of metallurgical test

results, delays in o btaining or failures to obtain required governmental, environmental or other project approvals,

changes in regulatory requirements, political and social risks, uncertainties relating to the availability and costs of

financing needed in the future, uncertainties or challenges related to mineral title in the Company’s projects, changes

in equity markets, inflation, changes in exchange rates, fluctuations in commodity and in particular gold prices, delays

in the development of projects, capital, operating and reclamation costs varying significantly from estimates, the

continued availability of capital, accidents and labour disputes, and the other risks involved in the mineral exploration

and development industry, an inability to raise additional funding, the ma nner the Company uses its cash or the

proceeds of an offering of the Company’s securities, future climatic conditions, the discovery of new, large, low -cost

mineral deposits, the general level of global economic activity, disasters or environmental or clim atic events which

affect the infrastructure on which the project is dependent, and those risks set out in the Company’s public documents

filed on SEDAR+. Although the Company believes that the assumptions and factors used in preparing the forward-

looking statements in this news release are reasonable, undue reliance should not be placed on such information, which

only applies as of the date of this news release, and no assurance can be given that such events will occur in the

disclosed time frames or at all. Specific reference is made to the most recent Annual Information Form of the Company

available on SEDAR+ for a more detailed discussion of some of the factors underlying forward -looking statements and

the risks that may affect the Company’s ability to achieve the expectations set forth in the forward-looking statements

contained in this presentatio n. The Company disclaims any intention or obligation to update or revise any forward -

looking statements, whether as a result of new information, future events or otherwise, other than as required by law.