SOURCE: Marathon Gold Corp.

Marathon Gold Corp.

May 25, 2017 08:19 ET

Marathon Announces Closing of $18.6 Million Bought Deal Offering of Common Shares and Flow-Through Shares

TORONTO, ON--(Marketwired - May 25, 2017) -

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

Marathon Gold Corporation ("Marathon" or the "Company") (TSX: MOZ) is pleased to announce that it has completed its previously announced bought deal prospectus offering of 6,900,000 common shares ("Offered Shares") in the capital of the Company at a price of $1.03 per Offered Share and 9,200,000 flow-through common shares ("FT Shares") in the capital of the Company at a price of $1.25 per FT Share for aggregate gross proceeds to the Company of $18,607,000 (the "Offering"). The Offering was conducted by a syndicate of underwriters comprised of RBC Capital Markets and Haywood Securities Inc., as joint bookrunners, together with Beacon Securities Limited, as co-lead underwriters, and Canaccord Genuity Corp., Paradigm Capital Inc. and Raymond James Ltd. (collectively, the "Underwriters").

The Offering included the base agreement to acquire 6,000,000 Offered Shares and 8,000,000 FT Shares and the exercise in full by the Underwriters of the over-allotment option for an additional 900,000 Offered Shares and 1,200,000 FT Shares.

The Company intends to use the net proceeds from the sale of the Offered Shares to continue exploration and development of its Valentine Lake Gold Property in Newfoundland and for working capital as set out in additional detail within the final short form prospectus of the Company dated May 16, 2017. The gross proceeds raised by the Company from the sale of the FT Shares will be used to incur "Canadian exploration expenses" (as defined in the Income Tax Act (Canada)) on the Valentine Lake Gold Property (the "Qualifying Expenditures"). The Qualifying Expenditures will be renounced to the subscribers of the FT Shares with an effective date no later than December 31, 2017 in the aggregate amount of not less than the total amount of the gross proceeds raised from the issuance of the FT Shares.

The securities offered 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 securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor in any other jurisdiction in which such offer or solicitation would be unlawful.

About Marathon Gold Corporation

Marathon is a Toronto based gold exploration company rapidly advancing its 100% owned Valentine Lake Gold Property located in Newfoundland, one of the top mining jurisdictions in the world. The Valentine Lake Gold Property currently hosts four near-surface, mainly pit-shell constrained, deposits with measured and indicated resources totaling 1,388,200 oz. of gold at 1.91 g/t and inferred resources totaling 766,500 oz. of gold at 2.24 g/t. The majority of the resources occur in the Leprechaun and Marathon deposits which also have resources below the pit. Both deposits are open to depth. Gold mineralization has been traced down over 350 metres vertically at Leprechaun and almost a kilometer at Marathon. The four deposits occur over a 20-kilometer system of gold bearing veins, with much of the 24,000-hectare property having had little detailed exploration activity to date. Drilling in 2017 is continuing to focus on expanding the Marathon Deposit at surface and to depth.

The Valentine Lake Gold Property is accessible by year-round roads and is located in close proximity to Newfoundland's electrical grid. Marathon maintains a 50-person all-season camp at the property. Recent metallurgical tests have demonstrated 93% to 98% recoveries via conventional milling and 50% to 70% recoveries via low cost heap leaching at both the Leprechaun and Marathon Deposits.

Marathon receives financial support in respect of certain of the Company's exploration expenditures from the Junior Exploration Assistance program of Newfoundland and Labrador and the Research and Development Corporation of Newfoundland and Labrador.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

Except for statements of historical fact relating to Marathon Gold Corporation, certain information contained herein, including as to the use of proceeds of the Offering, constitutes "forward-looking statements". Forward-looking statements include statements that are predictive in nature, depend upon or refer to future events or conditions, or include words such as "expects", "anticipates", "plans", "believes", "considers", "intends", "targets", or negative versions thereof and other similar expressions, or future or conditional verbs such as "may", "will", "should", "would" and "could". We provide forward-looking statements for the purpose of conveying information about our current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. By its nature, this information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. These risks and uncertainties include but are not limited to those identified and reported in Marathon Gold Corporation's public filings, which may be accessed at www.sedar.com. Other than as specifically required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made, or to reflect the occurrence of unanticipated events, whether as a result of new information, future events, results or otherwise.

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