Sandy Lake Gold Announces Resumption of Trading

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.

TORONTO, Feb. 07, 2019 - Sandy Lake Gold Inc. (“Sandy Lake” or the “Corporation“) (TSXV:SLAU) is pleased to announce that its common shares (“Common Shares”) will resume trading on the TSX Venture Exchange (the “TSXV”) effective at market open on February 11, 2019, following the completion of the initial review by the TSXV of the proposed acquisition (the “Acquisition”) by the Corporation of all of the issued and outstanding shares of Bartica Investments Ltd. (“Bartica”). As previously announced, the Corporation has entered into an agreement dated effective January 2, 2019 with Patrick Sheridan, Violet Smith, Shawn Hopkinson, Aisha Jean-Baptiste and Ayanna Jean-Baptiste (the “Vendors”) providing for the Acquisition in consideration of the issuance to the Vendors of an aggregate of 100,000,000 Common Shares.

At the time of closing of the Acquisition, Bartica will hold interests in a suite of mineral exploration properties totalling approximately 25,888 acres in Guyana, South America (collectively, the “Subject Properties”). More specifically, Bartica will hold a 100% beneficial interest in each of the Subject Properties, other than the properties known as the Oko properties in respect of which Bartica will hold an option (the “Oko Option”) to acquire a 100% interest, subject to a 2.5% net smelter return royalty. The Oko Option can be exercised by Bartica upon the following: (i) a cash payment of US$50,000 (which has previously been paid); (ii) additional aggregate cash payments of US$700,000 to be paid in tranches over a four year period (of which US$100,000 has previously been paid); and (iii) the identification of a gold resource on the Oko properties in excess of 250,000 ounces on the Oko properties and payment of advance net smelter return royalty of US$1,000,000.

Technical Report

In connection with the Acquisition, a technical report was prepared with respect to the Aremu and Oko properties comprising, in part, the Subject Properties, entitled “NI 43-101 Technical Report for the Aremu-Oko Gold Property, Cooperative Republic of Guyana, South America” dated November 23, 2018 and prepared by Tania Ilieva (the “Technical Report”) as prepared by Tania Ilieva of Micon International Limited. Set forth below is a description of the Aremu and Oko properties comprising, in part the Subject Properties, which has been derived from the Technical Report and included herein with the consent of, the author, Tania Ilieva. The full text of the Technical Report can be obtained from www.sedar.com under the profile of the Corporation. Tania Ilieva is a qualified person who is independent of the Corporation within the meaning of National Instrument 43-101. All scientific and technical information contained in this press release has been prepared under the supervision of Tania Ilieva.

The Aremu-Oko property consists of 17 medium scale prospecting and mining permits. The total area of the project is 7,149 ha, or approximately 71.49 km². The Aremu-Oko project contains Aremu and Oko gold deposits, located in Cuyuni-Mazarumi Region (Region 7) of north-central Guyana in South America. The project is centered around geographic coordinates 6° 26’ 20” N and 59° 09' 35"W, which correspond to 712,000 m N and 262,000 m E in the UTM coordinate system, Provisional South American Datum 1956 (PSAD56), zone 21N. The Aremu-Oko property lies approximately 120 km west-southwest of Georgetown, the capital city and 60 kilometres west of town of Bartica.

The regional geological setting of the Aremu-Oko property is favourable for orogenic (greenstone-hosted quartz-carbonate vein) gold deposits. The historical and ongoing small scale 25 mining of the gold mineralization in the saprolite zone in underground workings and in small open pits proves the excellent exploration potential of the property. The gold bearing mineralization formed in shear zones, fold and faults within the Metasediments of the Barama-Mazaruni Super Group, metamorphosed to greenschist facies or at the contact between Aremu Batholith and the metasediments and metavolcanics of the Cuyuni Formation. The mineralization is interpreted to be of hydrothermal replacement origin related to a nearby Trans-Amazonian Younger Granitoids. The metasediments have quartz-sericite-pyrite alteration, with subsequent deformation and silicification. The gold mineralization consists of multiple quartz veins, veinlets and stringers that form low grade mineralized zones with high grade quartz-carbonate veins, lenses and ore shoots. The mineralized zones have two parts, an upper saprolite with free gold formed by oxidation of the sulphides, and the main body of unaltered sulphides which also contains high grade gold veins and low grade disseminated gold mineralization.

A geological mapping and trenching program will reveal the exact location of the favourable structures and the continuity of the mineralized zones. The total project area is 7,149.15 ha (17,665.72 ac) and the property has not been explored for the last 40 years. The previous exploration was very limited and focused only on the high grade gold-bearing quartz vein, mainly in the Aremu mine and around the Crusher zone in the Oko claim block.

The author of the Technical Report has opined that there is potential for the discovery of economic mineralization below the existing 30 m to 35 m deep shafts and along the lateral extensions of the Aremu vein, Powerhouse vein, Oko 1 and Oko 2 north-south and westnorthwest structures, exposed in the open pits and underground workings. Zones of gold bearing sulphide mineralization are identified in the Aremu and Oko MSMP blocks, and disseminated gold mineralization may exist in the hanging and footwalls of the known veins, or between the quartz veins.

The author has also indicated that there is potential for discovery of zones of higher grade disseminated mineralization, and for additional mineralization along the contacts or in the hinges of the fold structures. This will require modern geophysical surveys, trenching and drilling. It should be noted that, despite the identified potential, which is based on historical data and the current small-scale mining on the property, the Aremu-Oko property is at an early stage of exploration and there is no guarantee that a significant mineral resource will be delineated. The Technical Report recommends a two phase exploration program. Phase 1 of the exploration program entails a cost of $150,000 and will focus on areas around the current alluvial and small scale mining and old Aremu Mine. Approximately 2,000 m of trenching will target the lateral extensions of the known mineralized veins. Phase 2 of the program entails an additional cost of $650,000 and would be contingent on the success of the Phase 1 work and would include diamond or RC drilling in other mineralized bodies totaling 4,000 m to 5,000 m.

Financial Statements

Due to the fact that Bartica is being acquired as a holding vehicle for the Subject Properties, the Corporation did not give material consideration to the financial position of Bartica as part of its deliberations. The Corporation understands that Bartica has a nominal bank balance and no liabilities, and Bartica has provided representations and warranties to such effect.

Private Placement

As a condition to the completion of the Acquisition, the Corporation is required to obtain the approval of the TSXV. The TSXV has in turn stipulated, amongst other conditions, that the Corporation must complete a private placement prior to closing of the Acquisition (the “Private Placement”) to raise minimum gross proceeds of $450,000. The terms of the Private Placement have not yet been determined by the Corporation, and are expected to result in additional dilution to the holdings of the shareholders of the Corporation. It is anticipated that the Vendors or their associates may participate in the Private Placement. Further details of the Private Placement will be announced as soon as they become available.

Further Details

For further details regarding the Acquisition and related matters, please refer to the management information circular of the Corporation dated January 8, 2019, and the press release of the Corporation dated as of February 1, 2019, each available on SEDAR at www.sedar.com.

For further information please contact:

Patrick Sheridan
Executive Chairman & CEO
(416) 628-5904
Email: info@sandylakegold.com

Forward Looking Statements

This news release contains certain forward-looking information and statements within the meaning of applicable securities laws. The use of any of the words “expect”, “anticipate”, “continue”, “estimate”, “may”, “might”, “will”, “project”, “should”, “believe”, “plans”, “intends” and similar expressions are intended to identify forward-looking information and/or statements. Forward-looking statements and/or information are based on a number of material factors, expectations and/or assumptions of Sandy Lake which have been used to develop such statements and/or information but which may prove to be incorrect. Although Sandy Lake believes that the expectations reflected in such forward-looking statements and/or information are reasonable, undue reliance should not be placed on forward-looking statements as Sandy Lake can give no assurance that such expectations will prove to be correct. In addition to other factors and assumptions which may be identified herein, assumptions have been made regarding, among other things: receipt of all applicable regulatory and shareholder approvals to complete the Acquisition; results from planned exploration and drilling activities; future plans for operational expenditures; the accuracy of the interpretations of exploration and drilling activity results; availability of financing (including with respect to the Private Placement) to fund current and future plans and expenditures; the impact of increasing competition; the general stability of the economic and political environment in which Sandy Lake has property interests; the general continuance of current industry conditions; aboriginal matters; the timely receipt of any required regulatory approvals; the ability of Sandy Lake to obtain qualified staff, equipment and/or services in a timely and cost efficient manner; the ability of the operator of each project in which Sandy Lake has property interests to operate in a safe, efficient and/or effective manner and to fulfill its respective obligations and current plans; future commodity prices; currency, exchange and/or interest rates; and the regulatory framework regarding royalties, taxes and/or environmental matters in the jurisdictions in which Sandy Lake has property interests. The forward-looking information and statements included in this news release are not guarantees of future performance and should not be unduly relied upon. Such information and/or statements, including the assumptions made in respect thereof, involve known and unknown risks, uncertainties and other factors that may cause actual results and/or events to differ materially from those anticipated in such forward-looking information and/or statements including, without limitation: risks associated with the uncertainty of exploration results and estimates, currency fluctuations, the uncertainty of conducting operations under a foreign regime, exploration risk, the uncertainty of obtaining all applicable regulatory approvals, the availability of labour and/or equipment, the fluctuating prices of commodities, the availability of financing and dependence on the management personnel of the Corporation, other participants in the property areas and/or certain other risks detailed from time-to-time in Sandy Lake’s public disclosure documents (including, without limitation, those risks identified in this news release and Sandy Lake’s current management’s discussion and analysis). Furthermore, the forward-looking statements contained in this news release are made as at the date of this news release and the Corporation does not undertake any obligations to publicly update and/or revise any of the included forward-looking statements, whether as a result of additional information, future events and/or otherwise, except as may be 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 and / or accuracy of this release.