Mr. Nicholas Koo reports

DIXIE GOLD INC. CLOSES PREVIOUSLY ANNOUNCED FINANCING

Dixie Gold Inc. has closed a non-brokered common share unit financing by way of the issuance of one million units at a price of five cents per unit. Each unit consisted of one common share of the corporation and one transferable common share purchase warrant, which entitles the holder of a warrant, upon further payment to the corporation, to acquire one additional common share of the corporation at an exercise price of five cents per warrant share on any date prior to the date which is 60 months following the closing date of the financing (see also news releases by the issuer dated Aug. 22, 2024, and Oct. 4, 2024, respectively).

Closing of the financing occurred today, Oct. 17, 2024, with the corporation planning to use the proceeds of the financing for working capital.

There were no finders' fees paid by the corporation in the financing.

The units issued under the financing shall be subject to a four-month-and-one-day hold period pursuant to applicable securities laws of Canada. The financing remains subject to receipt of final approval from the TSX Venture Exchange.

Subsequent to the financing, the corporation has 31,737,188 common shares issued and outstanding.

Multilateral Instrument 61-101 disclosure

One insider (as that term is defined by securities regulations) of the corporation participated in the financing, on a direct basis, for a total of $50,000 in units. The participation by such insider is considered a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The corporation has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(b), respectively, of MI 61-101, as no securities of the corporation are listed or quoted on the Toronto Stock Exchange, Aequitas NEO Exchange Inc., the New York Stock Exchange, the American Stock Exchange, the Nasdaq Stock Market or a stock exchange outside of Canada, and neither the fair market value of the units to be acquired by the participating insider nor the consideration to be paid by such insider exceeds $2.5-million. The corporation did not file a material change report more than 21 days before the expected closing of the financing as the details of the participation therein by related parties of the corporation were not settled until shortly prior to closing of the financing and the corporation wished to close on an expedited basis for sound business reasons.

About Dixie Gold Inc.

Dixie Gold is a publicly traded exploration company, holding a portfolio of exploration projects in Canada.

We seek Safe Harbor.