Stakeholder Gold Closes Private Placement

October 20, 2020

Stakeholder Gold Corp. (“Stakeholder” or the “Company”) (TSX-V: SRC) announces the closing of a non-brokered Private Placement for gross proceeds of $736,000. The closing of this Private Placement results in issuance of 4,600,000 common shares. Proceeds of this Private Placement will be used for exploration activities and for general working capital. 

Two Officers of the Company (collectively, the “insiders”) have invested in this Private Placement subscribing for in aggregate 750,000 common shares, or gross proceeds of $120,000. The participation of insiders in the Private Placement constitutes a “related party transaction” within the meaning of the Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) and the policies of the TSX. The Company is relying on the exemptions from the formal valuation and minority approval requirements contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that participation in the private placement by insiders will not exceed 25% of the fair market value of the Company’s market capitalization. The Company did not file a material change report at least 21 days prior to the completion of the private placement since the existence of any placement or insiders’ participation therein was not determined at that time.  

Closing of this Private Placement is subject to final approval by the TSX Venture Exchange. 

For further information please contact: 

Stakeholder Gold Corporation 

416 525 - 6869 

cberlet@stakeholdergold.com

Forward Looking Information 

This news release contains forward-looking information. All information, other than information of historical fact, constitute “forward-looking statements” and includes any information that addresses activities, events or developments that the Corporation believes, expects or anticipates will or may occur in the future including the Corporation’s strategy, plans or future financial or operating performance.  

When used in this news release, the words “estimate”, “project”, “anticipate”, “expect”, “intend”, “believe”, “hope”, “may” and similar expressions, as well as “will”, “shall” and other indications of future tense, are intended to identify forward-looking information. The forward-looking information is based on current expectations and applies only as of the date on which they were made. The factors that could cause actual results to differ materially from those indicated in such forward-looking information include, but are not limited to, the ability of the Corporation to fund the exploration expenditures required under the Agreement. Other factors such as uncertainties regarding government regulations could also affect the results. Other risks may be set out in the Corporation’s annual financial statements, MD&A and other publicly filed documents.  

The Corporation cautions that there can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, investors should not place undue reliance on forward-looking information. Except as required by law, the Corporation does not assume any obligation to release publicly any revisions to forward-looking information contained in this press release to reflect events or circumstances after the date hereof. 

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.