Mr. Marc Blythe reports

AUGC TO ACQUIRE 100% OWNERSHIP OF PONDEROSA GOLD PROJECT

Au Gold Corp. has entered into a purchase and sale agreement with Almadex Minerals Ltd., whereby the company will acquire Almadex's 40-per-cent ownership of the Ponderosa gold project, located in the Nicola mining division, British Columbia. Completion of the acquisition will bring the company to 100-per-cent ownership of the Ponderosa gold project. The company previously acquired 60-per-cent ownership of the Ponderosa gold project pursuant to an option agreement dated Sept. 6, 2019, with Almadex.

"We are very pleased to consolidate our ownership of the central claim at Ponderosa," said Marc G. Blythe, the company's president and chief executive officer. "The team is excited to continue our low-cost exploration at Ponderosa during 2023."

About the Ponderosa gold project

The Ponderosa gold property is located 16 kilometres southwest of Merritt, B.C., within the Spences Bridge gold belt, which forms a northwest-trending belt roughly 180 km long and up to 24 km wide.

Exploration by Au Gold and others, notably Westhaven Gold Corp., has identified the potential for gold associated with low-sulphidation epithermal mineralization (quartz-adularia). Examples of this style of mineralization include Waihi (Oceanagold), Hishikari (Sumitomo Metal Mining) and Fruta Del Norte (Lundin Gold).

Rocks of immediate interest in the belt and underlying much of the property comprise successions of Cretaceous subaerial and pyroclastic volcanic flows, which host significant gold mineralization at Westhaven Gold Corp.'s Shovelnose project approximately 20 km southeast of the Ponderosa gold property. Geology across the Ponderosa gold property claim group is broadly divided into two Cretaceous-age volcanic sequences comprising subaerial and pyroclastic volcanic flows of the Pimainus and Spius formations.

The Ponderosa gold property is located within the unceded traditional territory of the Nlaka'pamux people.

Further information on the property can be found on the company's website.

Transaction details

Pursuant to the agreement, the company will acquire Almadex's 40-per-cent ownership of the Ponderosa gold project and terminate the option agreement, in consideration for which the company will:

1. Issue to Almadex a total of 750,000 common shares in the capital of the company upon closing of the acquisition;
2. Grant to Almadex a 2-per-cent net smelter return (NSR) royalty in relation to the Ponderosa gold project on terms more particularly set out in a royalty agreement to be entered into in connection with the closing of the acquisition; and
3. Issue to Almadex a total of 500,000 common shares in the capital of the company conditional upon the defining of a mineral resource (as such term is defined by the Canadian Institute of Mining, Metallurgy and Petroleum) on the Ponderosa gold project of at least 250,000 ounces of gold.

The agreement is subject to the approval of the TSX Venture Exchange.

Qualified person statement

All scientific and technical information in this press release has been prepared by William Wengzynowski, PEng, a qualified person as defined by National Instrument 43-101. Mr. Wengzynowski is the exploration manager for the company.