Desert Gold Upsizes Fully Subscribed LIFE Offering to C$7,230,000

Surrey, British Columbia–(Newsfile Corp. – February 4, 2026) – Desert Gold Ventures Inc. (TSXV: DAU) (“Desert Gold” or the “Company“) is pleased to announce that, in response to strong investor demand, the Company has upsized its previously announced non-brokered private placement of units of the Company (“Offered Units“) at a price of C$0.08 per Offered Unit for aggregate gross proceeds of C$5,000,000 to C$7,230,000 (the “Offering“). The Offering is fully subscribed and closing is anticipated to occur on February 9, 2026. The closing of the Offering is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the conditional approval of the TSX Venture Exchange (“TSXV“).

Under the Offering, Desert Gold will now issue up to 90,375,000 Offered Units, with each Offered Unit consisting of one Common share of the Company (“Common Share“) and one-half of one common share purchase warrant (each whole warrant, a “Warrant“). Each whole Warrant shall entitle the holder to purchase one Common Share at a price of C$0.12 at any time on or before the date which is 24 months after the Closing Date (as defined herein).

The Company intends to use the net proceeds from the Offering to commission the first phase of its gravity plant at the Company’s fully permitted Barani East gold oxide project in West Mali and for resource expansion and exploration drilling at its SMSZ Project in Western Mali and for exploration drilling at its Tiegba Gold Project in Cote d’Ivoire, and for general working capital purposes. Details are more fully described in the A&R Offering Document (as defined below).

Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 – Prospectus Exemptions (“NI 45-106“), the Offered Units will be offered for sale to purchasers resident in all of the provinces of Canada except Québec pursuant to the listed issuer financing exemption under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the “Listed Issuer Financing Exemption“). The Offered Units will also be offered in the United States or to, or for the account or benefit of, U.S. persons, by way of private placement pursuant to the exemptions from the registration requirements provided for under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), and in jurisdictions outside of Canada and the United States on a private placement or equivalent basis, in each case in accordance with all applicable laws, provided that no prospectus, registration statement or other similar document is required to be filed in such jurisdiction. Under the Offering, the securities issued to Canadian subscribers pursuant to the Listed Issuer Financing Exemption will not be subject to a statutory hold period in Canada.

There is an amended and restated offering document (the “A&R Offering Document“) related to the Offering that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at www.desertgold.ca. Prospective investors should read this A&R Offering Document before making an investment decision.

In connection with the Offering, the Company may pay certain finders a cash commission of up to 7.0% of the aggregate gross proceeds received from subscribers introduced by such finders to the Company, together with that number of finders warrants equal to 7.0% of the number of Offered Units introduced by the finders, as permitted by the policies of the TSXV and applicable securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act, and applicable state securities laws, or an exemption from such registration is available.

About Desert Gold Ventures

Desert Gold is a gold exploration company which controls properties in both Mali and Cote d’Ivoire. This includes the 440km2 SMSZ Project in Western Mali as well as the newly optioned 297km2 Tiegba Gold Project in Western Cote d’Ivoire within the prolific Birimian greenstone belt.

Cautionary Note Regarding Forward-Looking Statements

This news release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws (collectively, “forward-looking information”). Such forward-looking information is provided to inform the Company’s shareholders and potential investors about management’s assessment of the Company’s plans and operations relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes. Any such forward-looking information may be identified by words such as “anticipate”, “proposed”, “estimates”, “would”, “expects”, “intends”, “plans”, “may”, “will”, and similar expressions, although not all forward-looking information contains these identifying words.

More particularly and without limitation, the forward‐looking information in this news release includes (i) expectations regarding the Company’s financing plans and receipt of regulatory and TSXV approvals; (ii) expectations regarding the Offering and timing and closings thereof; (iii) expectations concerning the Company’s plans and objectives in respect of the Offerings’ net proceeds; (iv) expectations concerning the payment of fees and commissions paid to the finders, if any; (v) expectations regarding the completion of the Offering and timing and closings thereof; and (vi) expectations concerning the Company’s future plans, objectives, strategies, and goals relating to its business. Forward-looking information is based on a number of factors and assumptions that have been used to develop such information, but which may prove to be incorrect and are inherently subject to significant business, economic and competitive uncertainties, and contingencies. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, undue reliance should not be placed on forward-looking information because the Company can give no assurance that such expectations will prove to be correct. The forward-looking information in this news release reflects the Company’s current expectations, assumptions and/or beliefs based on information currently available to the Company. Any forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or expressly qualified by this cautionary statement.

Contact Information

For further information, please contact:

Jared Scharf | President and CEO
[email protected]
phone: +1 (604) 357-4726
www.desertgold.ca

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.

Not for distribution to US Newswire Services or for dissemination in the United States

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/282779

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