Ascot Resources Announces C$20 Million Bought Deal Financing

Vancouver, B.C. July 9, 2024 — Ascot Resources Ltd. (TSX: AOT; OTCQX: AOTVF) (“Ascot” or the “Company”) has announced today that it has entered into an agreement with a syndicate of underwriters led by BMO Capital Markets and Desjardins Capital Markets (collectively, the “Underwriters”), under which the Underwriters have agreed to buy on a bought deal basis by way of private placement, 30,242,000 flow-through units (the “Flow-Through Units”) and 11,630,000 hard dollar units (the “HD Units”) of the Company (together, the ”Offered Securities”), at a price of C$0.496 per Flow-Through Unit and C$0.43 per HD Unit for aggregate gross proceeds of approximately C$20 million (the “Offering”). Each Offered Security shall consist of one common share of the Company (each, a “Share”) and one common share purchase warrant of the Company (each, a “Warrant”). Each Warrant will entitle the holder to acquire one Share (each, a “Warrant Share”) at a price of C$0.52 per Warrant Share for a period of 24 months following Closing. In addition, the Company has also granted the Underwriters an option, exercisable up to 48 hours prior to the closing of the Offering, to purchase up to an additional 15% of the number of Offered Securities purchased pursuant to the Offering.

The gross proceeds raised from the Shares and Warrants comprising Flow-Through Units will be used by the Company to incur eligible “Canadian development expenses” (within the meaning of the Income Tax Act (Canada)) (the “Qualifying Expenditures”). The Qualifying Expenditures will be incurred or deemed to be incurred and renounced to the purchasers of the Flow-Through Units with an effective date no later than December 31, 2024. The net proceeds raised pursuant to the issuance of the HD Units will be used for the ongoing commissioning and ramp-up of the Premier Gold Mine, for additional working capital, and for general corporate purposes.

The Offering is expected to close on or about July 25, 2024 and is subject to the Company receiving all necessary regulatory approvals, including the approval of the Toronto Stock Exchange.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.  This press 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 State in which such offer, solicitation or sale would be unlawful.

On behalf of the Board of Directors of Ascot Resources Ltd.

“Derek C. White”

President & CEO, Director

For further information contact:

David Stewart, P.Eng.

VP, Corporate Development & Shareholder Communications

dstewart@ascotgold.com

778-725-1060 ext. 1024

About Ascot Resources Ltd.

Ascot is a Canadian mining company focused on commissioning its 100%-owned Premier Gold Mine (“Premier”), which poured first gold in April 2024 and is located on Nisga’a Nation Treaty Lands, in the prolific Golden Triangle of northwestern British Columbia. Concurrent with commissioning Premier towards commercial production anticipated in the second half of 2024, the Company continues to explore its properties for additional high-grade gold mineralization. Ascot’s corporate office is in Vancouver, and its shares trade on the TSX under the ticker AOT and on the OTCQX under the ticker AOTVF. Ascot is committed to the safe and responsible operation of the Premier Gold Mine in collaboration with Nisga’a Nation and the local communities of Stewart, BC and Hyder, Alaska.

For more information about the Company, please refer to the Company’s profile on SEDAR+ at www.sedarplus.ca or visit the Company’s web site at www.ascotgold.com.

NT4