Apollo Gold & Silver Corp. Completes Purchase of Waterloo Silver-Barite Project

Highlights:

• Base purchase price of US$25,000,000;
• The Project contains over 100 million ounces (Moz) of silver categorized as historic resource⁽¹⁾. Significant bi-product credits with 13.4% barite previously reported⁽¹⁾.
• Significant exploration and resource expansion upside; and
• Appointment of Cathy Fitzgerald, P.Geo., as Vice President Exploration and Resource Development.

Commenting on today's announcement, Apollo Chairman, Andrew Bowering said "the closing of this asset purchase is the final step in the transformation of Apollo to a US focused, pure silver play. With this transaction we have taken a significant step towards realizing our vision to become the next mid-tier US silver producer."

Tom Peregoodoff, CEO, commented "I am very pleased to announce the purchase of the Waterloo Silver-Barite Project today. This project together with the neighbouring Langtry project solidifies our position as a leading US silver exploration and development company. With this step completed management will now turn its full attention to advancing our portfolio of high-quality advanced silver assets."

(1) See Cautionary Note regarding historic mineral resources presented below in Table 1. Reference to historic resources at Waterloo refer to Kirkpatrick, R.K, 1966, Waterloo Ore Reserve, Calico Mining District, Asarco Inc. Internal Report, dated December 1, 1966 and Waterloo Project, internal company report prepared by Pan American Minerals Corp., dated 2013, unpublished.

Table 1 Waterloo Historic Mineral Resources

The historical mineral resources discussed in this press release were calculated prior to the implementation of the standards set forth in NI 43-101 and current CIM standards for mineral resource estimation (as defined by the CIM Definition Standard on Mineral Resources and Ore Reserves dated May 10, 2014). The reader is cautioned not to treat them, or any part of them, as current mineral resources or reserves. The estimates do not classify the resource as either a measured, indicated or inferred resource and, accordingly, readers should not assume it satisfies the requirements of any of such classifications. There is insufficient information available to properly assess the data quality, estimation parameters and standards by which the estimates were categorized. An independent Qualified Person ('QP'), has not done sufficient work to classify the estimate discussed as current mineral resources or reserves and therefore the estimate should be treated as historical in nature and not current mineral resources or mineral reserves. The historical resources have been included simply to demonstrate the mineral potential of the projects. A thorough review of all historical data performed by a QP, along with additional exploration work to confirm results, would be required in order to produce a current mineral resource estimate for all projects.

Terms of the Transaction:

Stronghold USA (an indirect wholly owned subsidiary of Apollo Gold & Silver Corp.) ("Stronghold") as Purchaser, and Pan American, as Vendor, entered into an asset purchase agreement dated January 22, 2021 (the "Waterloo Purchase Agreement") which gave Stronghold the right to purchase 100% interest in the Project for a consideration of US$25,000,000 (the "Base Purchase Price").

All conditions required by the asset purchase agreement have been successfully met and the Project, including patented mining claims, unpatented mining claims and mill sites, fee land interests, and all easements and right of way, if any, related thereto and all improvements, fixtures and appurtenances existing thereon or forming part thereof, as of the Closing Date, has been transferred to Stronghold. In addition, all Project documents, including all data related to the Project in the possession of the Pan American, have become the property of Stronghold.

Pan American will retain a 2% Net Smelter Royalty on any future production of minerals from the project. In addition, within 15 days of the close of the Transaction, Apollo will issue to Pan American notice providing Pan American with ten business days to elect to receive either 1) an additional US$6,000,000 in cash or 2) the equivalent of US$6,000,000 in common shares of Apollo at the higher of: (i) the 10-day VWAP calculated 10 trading days following the close of the Transaction; and (ii) CA$0.71 per share.

About the Waterloo Silver-Barite Project (after Samari, Dr. H., and Breckenridge, L, 2021)⁽²⁾:

The Project is located in San Bernardino County, California, USA., in the Calico Mountains. It is situated approximately 145 miles (230 km) northeast of Los Angeles, approximately halfway between Los Angeles and Las Vegas, Nevada along the I-15 interstate highway. The Project comprises 21 unpatented lode claims and 27 fee land parcels, totaling approximately 1,770 gross acres (715 hectares) (collectively, the "Property").

The Calico Mining District has a lengthy history of exploration and mining, with silver rich ore discovered in the Calico Mountains in 1881. The region is a prolific silver and barite mining district and is responsible for most of the silver production in the Mojave. Several past-producing mines and historical workings are situated in the vicinity of the Project, with most of the historical mining operations situated over a 12 square mile (19.3 km²) area northeast of Calico. Four historical past-producing mines are located in the northeast portion of the Waterloo Property, including Waterloo, Voca, Union and Burcham mines.

Mineralization on the Property is found as discrete veins in the Pickhandle Formation striking generally northwest and as veinlet stockworks and disseminations in the Barstow Formation. Veins are composed of similar minerals including barite, jasperoid/chalcedony, oxides, and sulphides. Near surface vein exposures are often oxidized, enriching the silver grade with embolite, chlorargyrite, cerargyrite, and native silver. Alteration dominantly consists of silicification (chalcedony and jasperoid) and patchy propylitic alteration. Potassium feldspar alteration has been observed in the Barstow Formation associated with mineralization. Acid sulphate/steam heated leeching, not directly related to mineralization, has been mapped on the Property.

Mineralization on the Property is interpreted to be epithermal precious metal vein-type and stockwork type. Fluids were focused along detachment faults and bedding planes of the Barstow Formation. The timing of mineralization approximated to be around 15-20 Ma which corresponds with a period of subduction and extension in the region.

Modern exploration on the Property commenced in 1964 and has consisted of geological mapping, geochemical sampling, trenching and drilling, completed by two exploration companies: American Smelting and Refining Company ("Asarco") and Pan American. Exploration by Asarco from 1964 to 1994 consisted of geological mapping, geochemical sampling, surface trenching and drilling. Pan American acquired an interest in the Property in 1994-1995 and acquired 100 % of the Property in 1996. Pan American completed two geological mapping programs, conducted by Dr. Warren Pratt, in 2008 and 2012, as well as reverse circulation (RC) and diamond drilling in 2012-2013. A total of 58,365.78 ft (17,789.62 m) in 255 drillholes has been completed on the Property. A summary of the historical drilling conducted at the Property is presented in Table 2.

Table 2 Waterloo Drillhole Summary (1964-2013)

A historical resource estimate was calculated based on the historical drilling, yielding a silver-barite mineral resource of 37.2 million tons (33.9 Mt) grading 2.71 ounces per ton (opt) (92.9 g/t) Ag for a total of 100.9 Moz of contained silver. The initial historical resource estimate was calculated by Asarco in 1968, followed by a computer-calculated resource estimate in the late 1970's. Subsequently, Pan American calculated an internal resource based on the results of their 2012 drilling program, along with validated historical data from Asarco. This work yielded a historical resource estimate of 37.1 Mt grading 86 g/t for a total of 103 Moz of contained silver.

The reader is cautioned that these resource estimates is historical in nature and the Company is not treating them, or any part of them, as a current mineral resource or reserve estimate and therefore they should not be relied upon. See footnote 1 above.

⁽²⁾ For further details please see Smari, Dr. H., Breckenridge, L, May, 2021, 43-101 Technical Report, Waterloo Project, California, USA filed on SEDAR.

Changes to Management

The Company is pleased to announce that Cathy Fitzgerald, P.Geo., has been appointed Vice President Exploration and Resource Development, effective July 12, 2021. Dean Besserer, has resigned from his role as Vice President, Exploration and will remain with the Company as a key technical advisor.

Tom Peregoodoff, CEO, commented "I am very pleased to have the opportunity to work with Cathy again. Her experience and skills in resource development will make a significant contribution as we deliver on our stated objective of creating an intermediate US focused pure silver company and realize the value of our portfolio of high-quality advanced silver assets. I am also pleased to continue to work with Dean as he transitions into an advisory role. He has played a critical role in the transformation of Apollo and I thank him for his contribution and look forward to his ongoing input."

Ms. Fitzgerald has over 17 years of mineral resource industry experience in technical leadership roles associated with the exploration and development of early-stage projects through to feasibility stage, across a broad range of commodities. She was directly involved in the resource development and declaration of deposits such as the Alacran porphyry copper-gold project; the Hog Heaven epithermal silver project; the Renard Diamond Mine; and the Chidliak Diamond Project, which was acquired by De Beers Canada through a friendly takeover of Peregrine Diamonds Ltd. Most recently, Cathy was Director, Resource Evaluation for High Power Exploration (now Ivanhoe Electric LLC), a privately-owned exploration and development company. Cathy holds a M.Sc. in Geology from the University of Victoria and is a registered Professional Geoscientist in B.C. and Qualified Person as defined by National Instrument 43- 101.

Filing of Technical Report

Apollo also announces the filing of a National Instrument 43-101 technical report on the Waterloo Project. The full technical report is available on SEDAR at www.sedar.com.

Qualified Person

Dean Besserer, Vice President Exploration, is a Qualified Person as defined by National Instrument 43- 101 and has reviewed and approved the technical content in this news release.

About Apollo Gold and Silver Corp.

Apollo Gold & Silver Corp. has assembled an experienced and technically strong leadership team who have joined to advance world class precious metals deposits in tier-one jurisdictions. The company is focused on advancing its portfolio of three significant pure silver development projects; the historical Waterloo and Langtry Deposits, in San Bernardino California and the Silver District Project in Arizona with significant historic drilling database with large exploration upside with new unexplored land packages. The historic resources as declared at each of the three projects controlled by Apollo are shown in Table 3 below.

Table 3 Historic Mineral Resources

(1) See Cautionary Note regarding historic mineral resources presented below in Table 1. Reference to historic resources at Waterloo refer to Kirkpatrick, R.K, 1966, Waterloo Ore Reserve, Calico Mining District, Asarco Inc. Internal Report, dated December 1, 1966 and Waterloo Project, internal company report prepared by Pan American Minerals Corp., dated 2013, unpublished. Reference to historic resources at Langtry refer to Moran et al, 2012, NI 43101 Technical Report, Langtry Silver Project, San Bernardino County, California: prepared for Athena Silver Corp, April 2012. Reference to historic resources at Arizona Silver District refer to Fox, 1991, Summary Report, Orbex internal Company report, 1991, unpublished and NV Gold Corporation, 2020, Company news release dated January 13, 2020 [Online] available at https://www.nvgoldcorp.com/news/nv-gold-signs-binding-loi-for-option-to-acquire-10-1788/, [Accessed April 30, 2021]. Grades are as reported in historical technical documents.

The historical mineral resources discussed in this press release were calculated prior to the implementation of the standards set forth in NI 43-101 and current CIM standards for mineral resource estimation (as defined by the CIM Definition Standard on Mineral Resources and Ore Reserves dated May 10, 2014). The reader is cautioned not to treat them, or any part of them, as current mineral resources or reserves. The estimates do not classify the resource as either a measured, indicated or inferred resource and, accordingly, readers should not assume it satisfies the requirements of any of such classifications. There is insufficient information available to properly assess the data quality, estimation parameters and standards by which the estimates were categorized. An independent Qualified Person ('QP'), has not done sufficient work to classify the estimate discussed as current mineral resources or reserves and therefore the estimate should be treated as historical in nature and not current mineral resources or mineral reserves. The historical resources have been included simply to demonstrate the mineral potential of the projects. A thorough review of all historical data performed by a QP, along with additional exploration work to confirm results, would be required in order to produce a current mineral resource estimate for all projects.

ON BEHALF OF THE BOARD OF DIRECTORS

Tom Peregoodoff
Chief Executive Officer

For further information, please contact:

Tom Peregoodoff
Chief Executive Officer
Telephone: +1 (604) 551-9665
tomp@apollogold.com

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

Cautionary Statement Regarding "Forward-Looking" Information

Statements in this news release that are forward-looking statements are subject to various risks and uncertainties concerning the specific factors disclosed here and elsewhere in the Company's periodic filings with Canadian securities regulators. When used in this news release, words such as "will", "could", "plan", "estimate", "expect", "intend", "may", "potential", "appear", "should," and similar expressions, are forward-looking statements.

Although Apollo Gold & Silver Corp. has attempted to identify important factors that could cause actual results, performance or achievements to differ materially from those contained in the forward-looking statements, there can be other factors that cause results, performance or achievements not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate or that management's expectations or estimates of future developments, circumstances or results will materialize. As a result of these risks and uncertainties, the results or events predicted in these forward-looking statements may differ materially from actual results or events.

Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements in this news release are made as of the date of this news release, and the Company disclaims any intention or obligation to update or revise such information, except as required by applicable law.

Cautionary Statement Regarding Historic Estimates

Any reference to historical estimates and resources should not be relied upon. These are not current and a Q.P. has not done sufficient work to classify these historical estimate and Apollo is not treating the historical estimate as a current resource estimate. This document uses the terms " resources", "measured resources", "indicated resources" and "inferred resources". United States investors are advised that, while measured resources, indicated resources and inferred resources are recognized and required by Canadian securities laws, the United States Securities and Exchange Commission (the " SEC") does not recognize them Under United States standards, mineralization may not be classified as a "reserve" unless the determination has been made that the mineralization could be economically and legally produced or extracted at the time the reserve determination is made. United States investors are cautioned not to assume that all or any part of measured or indicated resources will ever be converted into reserves. Further, inferred resources have a great amount of uncertainty as to their existence and as to whether they can be mined legally or economically. It cannot be assumed that all or any part of the inferred resources will ever be upgraded to a higher category. Therefore, United States investors are also cautioned not to assume that all or any part of the inferred resources exist, or that they can be mined legally or economically. Disclosure of "contained ounces" is permitted disclosure under Canadian regulations, however, the SEC normally only permits issuers to report "resources" as in place tonnage and grade without reference to unit measures. Accordingly, information concerning descriptions of mineralization and resources contained in this release may not be comparable to information made public by United States companies subject to the reporting and disclosure requirements of the SEC. National Instrument 43 101 Standards of Disclosure for Mineral Projects ("NI 43 101") is a rule developed by the Canadian Securities Administrators, which established standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. Historical resource estimates contained in this document have not been prepared in accordance with NI 43 101 and the Canadian Institute of Mining, Metallurgy and Petroleum Classification System.