Majestic Gold Corp. Announces Non-Brokered Private Placement of up to CAD$50 Million

• Majestic Gold Corp. announced a non-brokered private placement on May 21, 2026, for up to CAD$50 million in gross proceeds.
• The offering consists of up to 384,615,385 common shares priced at CAD$0.13 per share.
• Net proceeds are designated for strategic growth initiatives including acquisitions, joint ventures, and equity investments in mining opportunities.
• Finder's fees of up to 6% may be paid on gross proceeds raised from introduced subscribers.
• Closing is subject to regulatory approvals including TSX Venture Exchange consent and statutory hold periods.

• The financing represents significant dilution with the issuance of nearly 385 million shares at a discount to recent market prices ($0.14-$0.15 range).
• Despite raising capital, the company reported strong liquidity in FY2025 results (April 2026) with $167.1 million in cash and equivalents.
• Raising additional funds while holding substantial cash reserves suggests management is prioritizing aggressive M&A over organic growth or cost optimization.
• The discount pricing ($0.13 vs recent market ~$0.15) indicates potential downward pressure on share price sentiment as existing shareholders absorb dilution at a lower valuation than current trading levels.
• No immediate operational catalyst (e.g., new mine production start) is tied to this capital raise, making the impact incremental rather than transformative in the short term.

• Majestic Gold Corp. operates primarily in Shandong Province, China.
• Flagship Project: Songjiagou Gold Project (underground and open-pit mines).
• Secondary Asset: Mujin Gold Project (DGZ Underground Mine) acquired via subsidiary Persistence Resources Group Ltd.
• Operational Status: Production resumed at Songjiagou and Mujin projects in March 2026 following regulatory suspensions earlier in the year.
• Subsidiary Structure: Persistence Resources Group Ltd is a HKEX-listed subsidiary with Majestic holding approximately 58.8% to 70.5% interest depending on recent financing dilution.