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Pelangio Exploration announces Flow-Through Private Placement for $750,000

May 25, 2021

Pelangio Exploration Inc. has announced a non-brokered private placement for gross proceeds of up to $750,000. The offering will consist of the sale of flow-through units of the company at a price of $0.16 per Unit. Proceeds of the offering will be used for exploration programs at Pelangio’s Dome West, Gowan and Hailstone projects.

Each FT Unit will be comprised of one common share in the capital of the Company (“Common Share”) issued on a “flow-through” basis for purposes of theIncome Tax Act (Canada) and one half of one Common Share purchase warrant (each whole Common Share purchase warrant a “Warrant”) also issued on a flow-through basis. Each Warrant will entitle the holder thereof to purchase one Common Share at a price of $0.20 for a period of eighteen (18) months following the closing date of the Offering, subject to adjustment in certain events and provided that, if after four months and one day after the closing date of the Offering, the VWAP of the Common Shares on the TSX Venture Exchange is at or above $0.40 for a period of 15 consecutive trading days, the Company may accelerate the expiry date of the Warrants by disseminating a press release and in such case the Warrants will expire on the 20th day after the date on which such press release is disseminated.

The shares issued under the Offering will be subject to a four-month and one day hold period and will not be sold in the United States. The Offering is subject to customary closing conditions including, but not limited to, receipt of applicable regulatory approvals, including approval of the TSX-V. The closing of the Offering may occur in one or more tranches, with the initial closing date of the Offering expected to occur on or around June 3, 2021 and is not subject to receipt of a minimum amount of gross proceeds. Insiders of the Company are expected to participate up to 27% of the Offering. The Company may pay to certain introducing parties in respect of the Offering finder’s fees of up to 7% cash and non-transferable 7% warrants, subject to compliance with applicable securities legislation and TSX-V policies.

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

About Pelangio 
Pelangio acquires and explores world-class gold belt land packages Ghana, West Africa and Canada. In Ghana, the Company is exploring its two 100% owned camp-sized properties: the 100 km2 Manfo property, the site of seven near-surface gold discoveries, and the 284 km2 Obuasi property, located 4 km on strike and adjacent to AngloGold Ashanti’s prolific high-grade Obuasi Mine, as well as the newly optioned Dankran property located adjacent to its Obuasi property. In Canada, the Company is currently focused in Ontario at its Dome West property, situated some 800 meters from the Dome Mine in Timmins; at its Gowan polymetallic project, located 16 km east of the Kidd Creek Mine, and is advancing its Hailstone property in Saskatchewan. See www.pelangio.com for further detail on all Pelangio’s properties.

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