By:Desertgold

The Program was intended to encourage the exercise of up to 28,438,688 unlisted common share purchase warrants of the Company (the “Eligible Warrants”) which were issued as part of the Company’s private placement which closed on December 21, 2022. Each Eligible Warrant is exercisable for one common share of the Company (each a “Common Share”) at a price of $0.08 per Common Share.

Pursuant to the Program, the holders 15,728,571 Eligible Warrants for proceeds of CAD $1,258,286 which will be used for the development of its flagship SMSZ Gold Project in West Mali and for general working capital purposes. Participating holders were issued 15,728,571 additional common share purchase warrant (an "Incentive Warrant"). Each Incentive Warrant entitles the holder to purchase one additional Common Share for a period of three (3) years from the date of issuance. Each Incentive Warrant is exercisable at $0.08, subject to the right of the Company to accelerate expiry upon 30 days’ notice if the shares of the Corporation trade on the TSX Venture Exchange at or above $0.20 for a period of ten (10) consecutive trading days.

The Incentive Warrants and any Common Shares issuable on the exercise thereof are subject to a four-month hold period from the date of issuance of the Incentive Warrants pursuant to applicable Canadian securities laws.

The Company has relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(a) of MI 61-101 in respect of such insider participation.

The Program is subject to final approval from the TSX Venture Exchange (the "Exchange"). The number of Eligible Warrants exercised in the Program by insiders of the Company was 5.02% of the total Eligible Warrants.

On Behalf of The Board

“Jared Scharf”

_______________________
Jared Scharf

President & Director

About Desert Gold Ventures Inc.

Desert Gold Ventures Inc. is a gold exploration and development company which controls the 440 km² SMSZ Project in Western Mali containing Measured and Indicated Mineral Resources of 8.47 million tonnes grading 1.14 g/t gold totaling 310,300 ounces and Inferred Mineral Resources of 20.7 million tonnes grading 1.16 g/t gold totaling 769,200 ounces. For further information please visit 

www.SEDAR.com under the company’s profile.

Website: www.desertgold.ca