Sitka Gold Corp. announced that the Company has executed a definitive asset purchase agreement with Victoria Gold Corp. dated June 24, 2024 in connection with the acquisition of a 100% interest in the Clear Creek property, located adjacent to the Company's RC Gold Project.

The Clear Creek Property claims adjoin Sitka Gold's road accessible RC Gold Project ("RC Gold" or the "Project"), located approximately 100 kilometres east of Dawson City, Yukon and cover the southern portion of the Clear Creek Intrusive Complex. During the term of the Purchase Agreement while the Deferred Payments are pending, Sitka will act as operator of the Clear Creek Property and have control over its work programme. The Company may, in its sole discretion, satisfy any Deferred Payment in cash or through the issuance of such number of Shares as is equal to the amount of the applicable Deferred Payment based on the volume weighted average price of the Shares on the TSX Venture Exchange (the "Exchange") (or such other exchange upon which the Shares are then listed) for the 20 consecutive trading days immediately prior to the due date of the applicable Deferred Payment, provided however that in the event that any such Share issuance would result in the Vendor holding greater than 19.9% of the issued and outstanding Shares of the Company, the Company must first obtain: (i) the written consent of the Vendor to receive such Shares; and (ii) approval of the shareholders of the Company in accordance with Exchange policies.

As additional consideration, upon completion of the Acquisition, the Company will grant to the Vendor a 5.0% net smelter return royalty on the Property (the "NSR Royalty"). In the event that the Company has not made such public delineation before the fifth anniversary of the Purchase Agreement, then the Vendor shall have the right to cause an evaluation by an independent qualified person (within the meaning of NI 43-101) to be conducted as to the extent of the mineral resources on the Property, and, in the event such qualified person determines the existence of measured and/or indicated resources (within the meaning of NI43-101) of 2,000,000 ounces or more of gold or gold equivalent on the Property, then the Company shall make the $10,000,000 cash payment to the Vendor within 60 business days. In connection with the Purchase Agreement, the parties have entered into an investor rights agreement pursuant to which, among other things: (i) at any time in which the Vendor shall have beneficial ownership of at least 15% of the issued and outstanding shares of the Company, the Vendor shall have the right To nominate one director to the board of directors of the Company; and (ii) the Vendor has been granted certain customary anti-dilution and registration rights.