Prosper Gold Enters Into Option Agreement to Acquire 100% of the Kaza and Northstar Properties in British Columbia, Canada

VANCOUVER, Feb. 20, 2024 - Prosper Gold Corp. ("Prosper Gold" or the "Company") (TSXV:PGX) is pleased to announce that the Company has entered into a definitive option agreement (the "Option Agreement") with several individuals (collectively, the "Optionors"), whereby the Optionors have granted the Company the option to acquire a 100% interest (the "Option") in the Kaza and Northstar properties (collectively, the "Cyprus Project").

Project Highlights:

• Historical drill intercepts include 0.55% copper over 138.3 metres
• Historical trench sampling includes 1.68% copper over 23.0 metres
• Over 1% copper and up to 5.1 gpt gold in historical soil sampling
• Two road-accessible copper-gold porphyry prospects approximately 10 km apart
• A combined 6,573 metres of drilling in 69 drill holes
  

"Prosper has been evaluating this copper-gold exploration opportunity for the past 8 months," commented Peter Bernier, CEO. "The immediate exploration potential at both Kaza and Northstar is clearly evident and we are keen to implement our exploration strategy for this project."

The road-accessible Cyprus Project is situated in north-central British Columbia, Canada (Figure 1). Comprised of two sets of mineral claims, the Kaza claims and the Northstar claims, the Project totals 1,368 hectares which encompass the historical Kaza and Northstar copper prospects.

The Kaza Claims

The Kaza claims total 450 hectares contain the historical Kaza copper-gold prospect. Extensive geochemical, geophysical and geological surveys, as well as historical drilling activities, have outlined a 2,000 metre by 600 metre footprint of high-level porphyry copper-gold mineralization and hydrothermal alteration. Highly anomalous copper-gold soil and rock geochemistry are spatially coincident with feldspar porphyry dikes, high IP chargeability and low magnetic response (Figure 2).

Historical soil samples up to 5.09 gpt gold and 10,000 ppm copper exist at the Kaza prospect. Surface chip samples from 1973 include 0.88% copper, 15.4 gpt gold and 120 gpt silver over 4.0 metres. Historical drill intercepts include 0.88% copper, 15.4 gpt gold and 127 gpt silver over 1.2 metres in drill hole 68-9. Drill results from the most recent drilling program in 2004 at the Kaza prospect include 0.12% copper and 0.24 gpt gold over 8.2 metres in drill hole KZ-04-01.

The company believes historical operators did not drill test the Kaza prospect to sufficient depths with the deepest hole reaching only 195 metres vertical depth. The surface expression of the Kaza prospect is interpreted to be the upper reaches of a porphyry copper-gold system.

The Northstar Claims

The Northstar claims, situated 4 kilometres to the northeast of the Kaza claims, total 918 hectares and contain the historical Northstar copper prospect. Two discrete mineralized areas on the Northstar claims have seen a combined 4,900 metres of drilling: the Main Zone and the B showing.

Copper mineralization at the Main Zone consists of bornite and lesser chalcocite within faulted and fractured andesite. The B showing consists of several zones of vein and shear-hosted chalcocite and minor bornite hosted in andesitic volcanics, along with disseminated and fracture-filling chalcocite, bornite and chalcopyrite.

Excavation and channel sampling in 1997 at the B showing yielded 23.0 metres grading 2.1% copper in trench TN-1. Diamond drill hole NS-04-02, drilled in 2004 at the B showing, intersected disseminated and fracture-filling chalcocite, bornite and chalcopyrite mineralization which assayed 0.55% copper over 138.2 metres (Figure 3). Diamond drill hole 68-10, drilled in 1968 at the B showing by Northstar Copper Mines Ltd. intersected 1.68% copper across 14.6 metres with mineralization occurring as vein and shear-hosted chalcocite and bornite.

The Company believes the historically outlined zones of copper mineralization at the Northstar prospect are likely driven by a magmatic-hydrothermal system in the immediate vicinity, likely to the east and to depth of the mineralization encountered at the B showing.

Figure 1. Map showing location of Northstar and Kaza claim groups in relation to existing copper ± gold prospects in north-central British Columbia.

Figure 2. Compilation map of primary target on the Kaza Claims, showing geophysical anomalies in relation to geochemical sampling results and mapped geology.

Figure 3. Map showing copper geochemistry and mapped geology at the area of historical exploration on the Northstar Claims.

Table 1 - Collar information for select historical drill holes (coordinates are in Datum NAD 83, zone 9).

Key Terms of Option Agreement

In order to exercise the Option, the Company must pay an aggregate of C$725,000 cash (the "Cash Payments"), issue an aggregate of 1,650,000 common shares in the capital of the Company (the "Option Shares") and incur work expenditures totaling C$2,000,000 (the "Expenditures") over a period of four years. Upon the exercise of the Option, the Company will grant a 2.0% net smelter royalty to the Optionors (the "Royalty"), subject to the terms of the Option Agreement.

Jim Miller-Tait, a director of the Company, is one of the Optionors. As such, the Option Agreement involves a related party (as such term is defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101")), and constitutes a related party transaction under MI 61-101. This transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101.

The transactions contemplated by the Option Agreement, including the issuance of Option Shares thereunder, are subject to the approval of the TSX Venture Exchange. Any Option Shares issued under the Option Agreement will be subject to a hold period of four months and one day.

Qualified Person

The scientific and technical information in this news release has been reviewed by Rory Ritchie, P.Geo., Vice-President of Exploration for Prosper Gold and a Qualified Person under National Instrument 43-101. The results contained in this release were completed by previous operators of the Property. Although the Company was not involved in the original work in respect of these results, proper industry data verification procedures appear to have been followed.

For a detailed overview of Prosper Gold please visit www.ProsperGoldCorp.com

ON BEHALF OF THE BOARD OF DIRECTORS

Per: "Peter Bernier"
Peter Bernier
President & CEO

For further information, please contact:

Peter Bernier
President & CEO
Prosper Gold Corp.
Cell: (250) 316-6644
Email: Pete@ProsperGoldCorp.com

Information set forth in this news release may involve forward-looking statements under applicable securities laws. Forward-looking statements are statements that relate to future, not past, events. In this context, forward-looking statements often address expected future business and financial performance, and often contain words such as "anticipate", "believe", "plan", "estimate", "expect", and "intend", statements that an action or event "may", "might", "could", "should", or "will" be taken or occur, or other similar expressions. All statements, other than statements of historical fact, included herein including, without limitation; statements about the terms of the Option Agreement, approval of the TSX Venture Exchange, exploration potential of the Property, the planned exploration of the Property and granting the Royalty are forward-looking statements. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks: the need for additional financing; operational risks associated with mineral exploration; fluctuations in commodity prices; title matters; environmental liability claims and insurance; reliance on key personnel; the potential for conflicts of interest among certain officers, directors or promoters with certain other projects; the absence of dividends; competition; dilution; the volatility of our common share price and volume and the additional risks identified the management discussion and analysis section of our interim and most recent annual financial statement or other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations. Forward-looking statements are made based on management's beliefs, estimates and opinions on the date that statements are made and the Company undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable securities laws. Investors are cautioned against attributing undue certainty to forward-looking statements.

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.

Maps accompanying this announcement are available at

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