Awalé Announces Closing of C$11.5 Million “Bought Deal” Private Placement of Units

Awalé Resources (TSXV: ARIC) (‘Awalé’ or ‘the Company’) is pleased to announce that it has closed the bought-deal private placement initially announced on April 17, 2024 (the ‘Offering’). The Company issued ‎‎18,549,500 ‎units (‘Units’) of the Company ‎(which includes ‎2,419,500 ‎Units issued pursuant to the exercise in full of the over-allotment ‎option) ‎at a price of C$0.62 per Unit for aggregate gross proceeds of $11,500,690‎. The Offering was underwritten by Canaccord Genuity Corp. on behalf of a syndicate of underwriters (collectively, the ‘Underwriters’).

Each Unit consists of one common share of the Company (‘Common Share’) and one-half of one common share purchase warrant of the Company (each whole warrant, a ‘Warrant’). Each Warrant entitles the holder to acquire one Common Share at a price of C$0.80 per Common Share until May 8, 2026.

The net proceeds received from the Offering will be used to advance Awalé’s projects in Côte d’Ivoire, as well as for working capital and general corporate purposes. In connection with ‎the Offering, the Company paid the Underwriters a cash commission equal to ‎‎6% of the gross ‎proceeds from the Offering. ‎

The Common Shares and the Warrants issued pursuant to the Offering, and any Common Shares ‎‎issued upon the exercise of Warrants, are subject to a hold period of four months plus one ‎day ‎from the date of closing of the Offering. Completion of the Offering is subject to certain ‎conditions ‎including, but not limited to, the receipt of all necessary regulatory approvals, including ‎ TSX ‎Venture Exchange (the ‘TSXV’) final acceptance. ‎

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the ‘1933 Act’) or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

About Awalé Resources

Awalé is a diligent and systematic mineral exploration company focused on the discovery of large high-grade gold and copper-gold deposits. The Company undertakes exploration activities in the underexplored parts of Côte d’Ivoire. Awalé’s exploration success to date has culminated in a fully funded earn-in Joint Venture with Newmont Ventures Limited covering one permit and one application (the ‘Odienné Project JV’), where four significant gold and gold-copper-silver-molybdenum discoveries have been made.

The Odienné Project JV is located within Awalé’s greater Odienné Copper-Gold Project (the ‘Project’) which consists of 2462 km2 of tenure in the Northwest of Côte d’Ivoire. The Odienné Project JV consists of 400km2 of granted tenure and 400km2 under application, or approximately ⅓ of Awalé’s total holding in the district. The Company announced 26 g/t gold over 57m, including 45.7 g/t gold over 32m from 165m downhole at the Charger Prospect and the discoveries have significant scope for growth and resource development. The Project has multiple pipeline prospects that have similar geochemical fingerprints to Iron Oxide Copper Gold (IOCG) and intrusive related mineral systems that offers significant potential for district scale discoveries.

ON BEHALF OF THE BOARD OF
Awale Resources Limited

‘Andrew Chubb’

Andrew Chubb, CEO For additional information you are invited to visit the Awalé Resources Limited website at www.awaleresources.com, or contact Andrew Chubb CEO (+356) 99139117, a.chubb@awaleresources.com.

Forward-Looking Information

This news release contains forward-looking information within the meaning of Canadian securities laws (collectively ‘forward-looking statements’). Forward-Looking statements are typically identified by words such as: believe, expect, anticipate, intend, estimate, plans, postulate and similar expressions, or are those, which, by their nature, refer to future events. All statements that are not statements of historical fact are forward-looking statements. Forward-Looking statements in this news release include but are not limited to statements regarding, expectations about the use of proceeds from the Offering and TSXV final acceptance‎. Although the Company believes any forward-looking statements in this news release are reasonable, it can give no assurance that the expectations and assumptions in such statements will prove to be correct. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, changes in the state of equity and debt markets, fluctuations in commodity prices, delays in obtaining required regulatory or governmental approvals, and other risks involved in the mineral exploration and development industry, including those risks set out in the Company’s management’s discussion and analysis as filed under the Company’s profile at www.sedarplus.ca. Forward-Looking information in this news release is based on the opinions and assumptions of management considered reasonable as of the date hereof, including that all necessary governmental and regulatory approvals will be received as and when expected. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information. The Company disclaims any intention or obligation to update or revise any forward-looking information, other than as required by applicable securities laws.

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

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OR FOR DISSEMINATION IN THE UNITED STATES

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