Toronto – CERRAD GOLD (TSXV: CERT) (“Cerrado” or the “Company”) is pleased to announce that it has entered into a $20 million gold and silver flow agreement with Sprott Resource Streaming and Royalty Corp. for its Monte do Carmo gold project located in the State of Tocantins, Brazil (the project’).

The stream agreement provides for the sale and delivery to Sprott of 2.25% of all gold and silver produced from the project, of which Cerrado has the ability to repurchase 50% of the stream depending on the timing of redemption below. Proceeds will be used to complete work in progress to deliver a 43-101 compliant feasibility study for the project and for general corporate and working capital purposes.

To facilitate financing prior to commercial production, Sprott has released a $20 million secured note (the “Note”) bearing interest at the rate of 10% per annum, calculated and payable quarterly and maturing on the earliest of the following dates between the achievement of commercial production and certain other conditions, or March 14, 2031.

Subject to the approval of the TSX Venture Exchange (the “TSXV”), the Company may elect to settle payment of any accrued and unpaid interest on the Note by issuing common shares of the Company (the “Common Shares”) at a price per Common Share equal to 95% of the volume-weighted average price (the “VWAP”) of the Common Shares for the 5 trading days immediately preceding the Payment Due Date or any combination of cash and Common Shares at the sole discretion of the society. The note is secured by the assets of the project. The rating is intended to be contingent on future project funding for the project.

Marc Brennan, CEO and Co-Chairman of the company, said, “We are very pleased to once again partner with Sprott to fully fund our feasibility study and development work at Monte do Carmo. The facility is non-dilutive and attractive financing that provides full flexibility to add additional project financing for construction from 2023 onwards.”

mike harrison, Managing Partner of Sprott, said, “Our continued support of Cerrado demonstrates our confidence in the direction and quality of their projects. The results of Monte Do Carmo’s PEA technical report demonstrate a Tier 1, high yield, low cost gold project with excellent exploration potential in a good jurisdiction. This financing provides catalytic capital to advance the project to a construction decision, and also provides Sprott with the ability to provide construction financing as the company moves the project forward.

The Company has a one-time option (the “Redemption Option”) to reduce the applicable cash flow percentage by 50%, by exercising its option and paying the applicable amount below: No later than June 30, 2024 – $12.5 million

From July 1, 2024 until June 30, 2025 – US$13.0 million

July 1, 2025 until June 30, 2026 – $13.5 million

At the option of the Company, the Company may satisfy the purchase price of the redemption option in cash or, subject to the approval of the TSXV, by issuing common shares at a deemed price per common share equal to 95% of the 5 VWAP of a day for the 5 trading days immediately preceding the effective date applicable to the redemption option.

The Company has granted Sprott a first right of approval to participate in any future Stream or Royalty funding until certain delivery thresholds are met. Sprott RSR has already expressed interest in potential additional funding of approximately $60 million.

Contact:

Marc Brennan

Tel: +1-647-796-0023

Email: [email protected]

On Cerrado Gold

Cerrado Gold is a public gold producer and exploration company whose gold production comes from its 100% owned Minera Don Nicolas mine in santa cruz Province, Argentina. It also owns 100% of the assets of Minera Marianne in santa cruz Province, Argentina. The Company is also undertaking exploration work on its 100% owned Monte Do Carmo project, located in Tocantins, Brazil.

Warning

This press release contains statements that constitute “forward-looking information” (collectively, “forward-looking statements”) within the meaning of applicable Canadian securities laws, all statements, other than statements of historical fact, are forward-looking statements. and are based on expectations, estimates and projections as of the date of this press release. Any statement that discusses future predictions, expectations, beliefs, plans, projections, goals, assumptions, events or performance (often, but not always, using expressions such as ” expects” or “does not expect”, “is planned”, “anticipates” or “does not anticipate”, “plans”, “budget”, “expected”, “plans”, “estimates”, ” believes” or “intends” or variations of these words and phrases or indicating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements.

Forward-looking statements in this press release include, but are not limited to, statements regarding the business and operations of Cerrado Gold. In making the forward-looking statements contained in this press release, Cerrado Gold made certain assumptions, including, but not limited to, Cerrado’s ability to expand its drilling program to its Minera Don Nicolas Project and increase its resources. Although Cerrado Gold believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee that the expectations in these forward-looking statements will prove to be correct. Known and unknown risks, uncertainties and other factors that may cause actual results and future events to differ materially from those expressed or implied by such forward-looking statements. These factors include, but are not limited to, general business, economic, competitive, political and social uncertainties. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release. Unless required by law, Cerrado Gold disclaims any intention and assumes no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting these forward-looking statements or otherwise.