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Tristar Closes $5.0 Million Non-Brokered Private Placement with Auramet

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Scottsdale, Arizona--(Newsfile Corp. - April 18, 2022) - TriStar Gold Inc. (TSXV: TSG) (OTCQX: TSGZF) ("TriStar" or the "Company") is pleased to announce that it has closed the non-brokered private placement previously announced on March 31, 2022, in which Auramet Capital Partners LP ("Auramet") has purchased 25,000,000 units of the Company (the "Units") at a price of $0.20 per Unit for gross proceeds to the Company of $5.0 million (the "Offering"). Each Unit consists of one common share in the capital of the Company (each a "Common Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder to acquire an additional Common Share at an exercise price of $0.30 for a period of 24 months. The Company has the right to accelerate the warrant exercise if i) the Company's share price closes over $0.40 per common share for 30 consecutive trading days; and ii) the Company has obtained its Preliminary License for its Castelo de Sonhos gold project.

As a result of the Offering, Auramet holds approximately 9.8% of the issued and outstanding shares of the Company.

The Company intends to use the net proceeds of the Offering to further advance its Castelo de Sonhos gold project and for general working capital purposes.

All securities issued pursuant to this Offering will have a hold period expiring on August 15, 2022.

All dollar amounts are expressed in Canadian Dollars ("$").

Neither 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.

About Auramet

Auramet Capital Partners LP is the investment affiliate of Auramet International LLC, one of the largest physical precious metals merchants in the world with over $22 billion in annual revenues and provides a full range of services to all participants in the precious metals chain, from extraction and production to manufacturing and consumption. Auramet International LLC is a private company established in 2004 by a team who had worked previously together since 1989. Their business is comprised of three main activities: physical metals trading, metals merchant banking and advisory. The company has built a consistently successful and prominent franchise in the metals space on the back of an experienced management team that has proven to be innovative and capable of delivering the highest quality service to participants in the sector. In fiscal year 2020, it purchased over 6 million ounces of gold, 70 million ounces of silver and 3.2 million ounces of PGMs. The company has also provided term financing facilities in excess of $900 million to date in the mining sector and set up its affiliate Auramet Capital Partners LP last year, looking to grow its capital investment business in equity, royalties and streams in the precious metals and battery-related metals mining space.

For more information on Auramet, please visit www.auramet.com.

About TriStar

TriStar Gold is an exploration and development company focused on precious metals properties in the Americas that have the potential to become significant producing mines. The Company's current flagship property is Castelo de Sonhos in Pará State, Brazil. The Company's shares trade on the TSX Venture Exchange under the symbol TSG and on the OTCQX under the symbol TSGZF. Further information is available at www.tristargold.com.

On behalf of the board of directors of the company:

Nick Appleyard
President and CEO

For further information, please contact:

TriStar Gold Inc.
Nick Appleyard
President and CEO
480-794-1244
info@tristargold.com

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. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

Forward-Looking Statements

Certain statements contained in this press release may constitute forward-looking statements under Canadian securities legislation which are not historical facts and are made pursuant to the "safe harbour" provisions under the United States Private Securities Litigation Reform Act of 1995. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "expects" or "it is expected", or variations of such words and phrases or statements that certain actions, events or results "will" occur. Forward-looking statements in this press release include all statements regarding the planned use of proceeds of the Offering. Such forward-looking statements are based upon the Company's reasonable expectations and business plan at the date hereof, which are subject to change depending on economic, political and competitive circumstances and contingencies. Readers are cautioned that such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause a change in such assumptions and the actual outcomes and estimates to be materially different from those estimated or anticipated future results, achievements or position expressed or implied by those forward-looking statements. Risks, uncertainties and other factors that could cause the Company's plans to change include risks related to regulatory approval, changes in demand for and price of gold and other commodities (such as fuel and electricity) and currencies; changes or disruptions in the securities markets; legislative, political or economic developments in Brazil; the need to obtain permits and comply with laws and regulations and other regulatory requirements; the possibility that actual results of work may differ from projections/expectations or may not realize the perceived potential of the Company's projects; risks of accidents, equipment breakdowns and labour disputes or other unanticipated difficulties or interruptions; the possibility of cost overruns or unanticipated expenses in development programs; operating or technical difficulties in connection with exploration, mining or development activities; the speculative nature of gold exploration and development, including the risks of diminishing quantities of grades of reserves and resources; and the risks involved in the exploration, development and mining business. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable securities laws.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/120669

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