MONARCH GOLD CORPORATION  (TSX: MQR) (OTCQX: MRQRF) (FRANKFURT: MR7) is pleased to announce that it has closed the previously announced bought deal private placement for aggregate gross proceeds of approximately C$13 million. The Offering was conducted pursuant to the terms and conditions of an underwriting agreement entered into among the Corporation, Stifel GMP and Sprott Capital Partners LP, as co-lead underwriters. The Offering includes the full exercise by the Underwriters of their over-allotment option to increase the size of the Offering for additional gross proceeds of C$3 million. The Offering consisted of the issuance of 9,030,000 flow-through units of the Corporation at a price of C$0.72 per Quebec FT Unit, and 11,404,000 flow-through units of the Corporation at a price of C$0.57 per National FT Unit.

Each Quebec FT Unit consists of one common share of the Corporation and one-half of one common share purchase warrant. Each common share comprised in each Québec FT Unit will qualify as a “flow-through share” (within the meaning of subsection 66(15) of the Income Tax Act (Canada) and section 359.1 of the Taxation Act (Québec)).  Each National FT Unit consists of one common share of the Corporation and one-half of one Warrant. Each common share comprised in each National FT Unit will qualify as a “flow-through share” (within the meaning of subsection 66(15) of the Income Tax Act (Canada). Each Warrant entitles the holder thereof to purchase one common share of the Corporation at an exercise price of C$0.60 for a period of 24 months following the closing of the Offering.

The gross proceeds from the sale of the Units will be used by the Corporation to incur eligible “Canadian exploration expenses” that qualify as “flow-through mining expenditures” as both terms are defined in the Income Tax Act (Canada) related to the Corporation’s eligible projects in Québec. The Qualifying Expenditures will be renounced in favour of the subscribers with an effective date no later than December 31, 2020.

All securities issued pursuant to this Offering are subject to a restricted hold period of four months and a day, ending on January 18, 2021, under applicable Canadian securities legislation.

Officers and directors of the Corporation have subscribed in the Offering for an aggregate of 170,000 National FT Units, which constitute “related parties transactions” within the meaning of Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions. The subscriptions are exempt from formal valuation and minority approval requirements provided for respectively under subsections 5.5(a) and 5.7(1)(a) of Regulation 61-101 as neither the fair market value of the shares issued to insiders nor the fair market value of the consideration paid exceed 25% of the Corporation’s market capitalization. A material change report in respect of this related party transaction will be filed by the Corporation but could not be filed earlier than 21 days prior to the closing of the Offering due to the fact that the terms of the participation of each of the non-related parties and the related party in the Offering were not confirmed.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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 state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

ABOUT MONARCH GOLD CORPORATION

Monarch Gold Corporation is an emerging gold mining company focused on becoming a 100,000 to 200,000 ounce per year gold producer through its large portfolio of high-quality projects in the Abitibi mining camp in Quebec, Canada. The Corporation currently owns over 315 km² of gold properties, including the Wasamac deposit, the Beaufor, Croinor Gold, and McKenzie Break advanced projects, the Camflo and Swanson exploration projects, and the Camflo and Beacon mills. It also offers custom milling services out of its 1,600 tonne-per-day Camflo mill.