Magna Gold Corp. Announces Closing of Fully Subscribed Private Placement of Common Shares

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TORONTO, June 02, 2020 — Magna Gold Corp. (TSXV: MGR, OTCQB: MGLQF) (“Magna” or the “Company“) is pleased to announce that it has closed its previously announced non-brokered private placement of 17,075,000 common shares in the capital of the Company (the “Offered Shares“) at a price of $0.41 per Offered Share for aggregate gross proceeds of $7,000,750 (the “Private Placement“). The Private Placement was fully subscribed and included lead investments by Eric Sprott and two mining industry participants.

The net proceeds from the Private Placement will be used for working capital purposes in connection with the Company’s existing projects.

In connection with the Private Placement, the Company has: (i) issued an aggregate of 759,570 common shares in the capital of the Company (the “Finder’s Shares“) to Canaccord Genuity Corp. and Medalist Capital Ltd. at a deemed price of $0.41 per Finder’s Share in lieu of cash finder’s fees, representing 6% of the gross proceeds of the Offered Shares that were sold to subscribers introduced by such parties; and (ii) issued an aggregate of 632,975 non-transferable warrants (the “Finder’s Warrants“) to Canaccord Genuity Corp. and Medalist Capital Ltd., representing 5% of the Offered Shares that were sold to subscribers introduced by such parties, with each Finder’s Warrant being exercisable for one common share in the capital of the Company (the “Finder’s Warrant Shares“) at a price of $0.41 per Finder’s Warrant Share until June 1, 2022.

The securities issued in connection with the Private Placement are subject to a hold period in accordance with applicable Canadian securities laws which will expire on October 2, 2020. The Private Placement is subject to the final acceptance of the TSX Venture Exchange (the “Exchange“).

The Offered Shares have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the “Securities Act“), and may not be offered, sold or delivered, directly or indirectly, within the United States, or to or for the account or benefit of U.S. persons unless the Offered Shares are registered under the Securities Act or pursuant to an applicable exemption from the registration requirements of the Securities Act. This news release does not constitute an offer to sell, nor is it a solicitation of an offer to buy securities, nor shall there be any sale of securities in any state in the United States in which such offer, solicitation or sale would be unlawful.

About Magna Gold Corp.

Magna Gold Corp. is a Canadian gold company engaged in operations, development, exploration and acquisitions in Mexico. Its primary asset is the San Francisco gold mine in Sonora, Mexico and exploration stage projects include San Judas, La Pima and Mercedes.

The Company’s shares trade on the TSXV under the trading symbol “MGR” and OTCQB under the trading symbol “MGLQF”. Magna takes social license seriously and employ local community members and services in its operations.

For more information, please visit www.magnagoldcorp.com or contact Francisco Arturo Bonillas Zepeda, the Chief Executive Officer, Corporate Secretary and a Director of the Company.

Francisco Arturo Bonillas Zepeda CEO, Corporate Secretary and Director E: [email protected] T: 647.259.1790

This news release includes certain “forward-looking statements” which are not comprised of historical facts. Forward-looking statements include estimates and statements that describe the Company’s future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as “believes”, “anticipates”, “expects”, “estimates”, “may”, “could”, “would”, “will”, or “plan”. Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available to the Company, the Company provides no assurance that actual results will meet management’s expectations. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward looking information in this news release includes, but is not limited to, information about the use of proceeds of the Private Placement, timing for receipt of required regulatory approvals, including the final acceptance of the Private Placement by the Exchange, the Company’s objectives, goals or future plans, statements, exploration results, potential mineralization, the estimation of mineral resources, exploration and mine development plans, timing of the commencement of operations and estimates of market conditions. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, the inability to receive required regulatory approvals, including the final acceptance of the Exchange, failure to identify mineral resources, failure to convert estimated mineral resources to reserves, the inability to complete a feasibility study which recommends a production decision, the preliminary nature of metallurgical test results, delays in obtaining or failures to obtain required governmental, environmental or other project approvals, political risks, inability to fulfill the duty to accommodate First Nations and other indigenous peoples, uncertainties relating to the availability and costs of financing needed in the future, changes in equity markets, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projects, capital and operating costs varying significantly from estimates and the other risks involved in the mineral exploration and development industry, and those risks set out in the Company’s public documents filed on SEDAR. 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, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.

Neither 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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