Big River Gold : Successful A$20M Capital Raising

ASX RELEASE

7 December, 2020

Not for release or distribution in the United States

$20M PLACEMENT TO ADVANCE BORBOREMA PROJECT DEVELOPMENT, DUNDEE GOODMAN MERCHANT PARTNERS A CORNERSTONE INVESTOR

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• Successful placement of A$20.4M (approximately US$15M) before costs at A$0.05 per share was made to institutional and sophisticated investors.
• Includes A$8.0 million cornerstone investment by highly experienced Canadian- based resource investor, Dundee Goodman Merchant Partners.
• The Placement was strongly supported, with a number of new offshore and Australian institutional investors introduced to the register.
• Proceeds to be used to advance development and construction at the 100%-owned 2.43Moz Borborema Gold Project including review of design options to facilitate Stage 2 expansion if confirmed to be viable.

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Big River Gold Ltd (ASX: BRV) (Company or Big River) is pleased to announce the successful completion of

1. two tranche placement to raise A$20.4M (approximately US$15M) ('Placement') before costs. Funds raised from the Placement will be used to advance the development and construction of the Company's 100%-owned 2.43Moz Borborema Gold Project in north-east Brazil.

The new shares to be issued under the Placement are priced at A$0.05 which represents a 10.5% discount to the volume weighted average price (VWAP) over the 5 days of trading prior to the Company's trading halt on Wednesday 2 December, 2020 at which time Big River Gold's closing price was A$0.059.

There was very strong demand for the Placement from a number of Australian and international institutional and sophisticated resource investors, including an A$8.0 million cornerstone investment from highly experienced Canadian-based resource investor, Dundee Goodman Merchant Partners (Dundee).

The significant support for the Placement demonstrates confidence in the investment proposition of the Borborema project and will strengthen the Company's profile in the local and international markets. Upon completion of the second tranche of the Placement Dundee Corporation will hold approximately 9.2% of the Company's issued ordinary shares.

Dundee, Jett Capital Advisors LLC and Petra Capital acted as Joint Lead Managers and Joint Bookrunners to the Placement.

Executive Chairman Mr Andrew Richards stated:

"We are delighted with the support for the placement and welcome a number of new Australian and offshore institutional investors to the register.

Dundee, a cornerstone investor to the placement, is a highly experienced investor in the resources sector with extensive experience in both gold and nickel operations. Following the completion of a thorough due-diligence process, Dundee share our view of the significant potential of the Borborema Gold Project.

The funds raised in this placement will be used to advance the development and construction of Stage 1 operation at Borborema as well as review the optimal plant design in anticipation of a future expansion of the 2Mtpa Stage 1 operation.

The Mineral Reserve at Borborema is currently 1.6 million ounces of which over half is outside of the currently planned Stage 1 operation. There are clear extensions to mineralisation down plunge (as yet untested by drilling) and down dip as demonstrated by the 566,000 ounce Inferred Resource immediately adjoining the defined Reserve. These could further improve the project economics if successfully converted in whole or part to at least Indicated Resource category.

This injection of funds will not only accelerate the development of Borborema but greatly strengthen the Company's balance sheet, shareholder register and Company profile in anticipation of finalising full project funding."

While the Definitive Feasibility Studies (DFS) completed to date demonstrate the very robust and profitable economics of the proposed Stage 1 operation, the additional attraction of the Borborema Project for incoming investors is the long term potential and scale of the Project beyond Stage 1 including:

• Extending the planned operation to mine the additional ~800,000 ounces gold Mineral Reserves that remain outside the current Stage 1 mine schedule1;
• Exploration prospectivity and potential to upgrade, in whole or part, the 566,000 ounce Inferred Mineral Resource that exists immediately below and down dip of the currently defined Reserves, and
• The potential to significantly expand mine throughput above the initial 2Mtpa to better align the plant size with anticipated reserves, subject to water management and securing water supply.

Consequently, the Placement provides the opportunity to bring engineering studies forward to modify and optimise the existing Stage 1 design so as to minimise disruption and downtime when transitioning to a Stage 2 expansion, should it be proven viable. Provision has been made in the revised total project capital cost of US$107M to accommodate changes in engineering as well as plant and infrastructure construction, pre-production and owners costs.

Use of Funds

The funds raised by the Placement are intended to be primarily applied towards physically advancing the Borborema project in several key areas:

• Undertaking early infrastructure works including water catchment and finalising the water pipeline and power supply;
• Completion of an option study of optimal plant designs to ensure a seamless expansion of the Stage 1 operation should that be proven viable;
• Detailed engineering design and accelerating plant expansion studies;
• Appointing a Project Team to manage implementation as well as mine production and grade control teams, and,

1 Refer ASX announcements dated 6 March, 2018 and 23 December, 2019.

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• Undertake drilling programs for detailed mine planning and resource definition and exploration in and around the current planned pit.

Part of the funds raised are also intended to be applied towards general working capital and the costs of the Placement.

Placement

Under the Placement the Company will issue a total of 408 million shares at an issue price of $0.05 per share, as follows:

• 168,334,685 shares will be issued under the Company's Listing Rule 7.1 placement capacity (Tranche 1 Shares);
• 239,665,315 shares will be issued subject to the receipt of prior shareholder approval, to be sought at a general meeting to be convened for mid-January, 2021 (Tranche 2 Shares).

Each of the Directors intend to participate in the Placement, for a total of 3.2 million shares of the Tranche 2 Shares which is subject to the receipt of prior shareholder approval.

Settlement of the Tranche 1 Shares is expected to occur on or about 11 December 2020, with quotation expected to commence on 14 December 2020.

As part consideration for the joint lead manager services provided in connection with the Placement, the Company has agreed to issue the joint lead managers 24.48 million unquoted options exercisable at A$0.06 expiring 3 years after the date of issue. The issue of these options is subject to shareholder approval.

Figure 1. View to the south west over the Borborema pit showing the exposed ore zone and infrastructure.

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About Dundee Goodman Merchant Partners (Dundee)

Dundee (http://www.dundeegoodmanmerchantpartners.com) is an established Canadian resource investment group which undertakes a rigorous due diligence process prior to committing to a new investment. Dundee is a Tier 1 investor and operator with projects around the world including Brazil. Each investment opportunity is assessed in detail by a team of industry experts with experience in all facets of the resource sector. This approach enables Dundee to align themselves strategically as a long-term investor to support investee companies through the exploration and development process, using their extensive technical and mine-building experience.

A large part of Dundee's overall assessment process revolves around risk management and a deep understanding of the importance of having a social licence to operate. To that end, Dundee integrates all of the social issues (which have been defined by the industry as Environmental, Social and Governance issues), into their overall investment analysis and risk management strategy as part of their due diligence process.

Dundee is a signatory to the United Nations supported Principles of Responsible Investment (PRI) initiative.

For the purpose of Listing Rule 15.5, the Board has authorized for this announcement to be released.

Andrew Richards

Executive Chairman

Big River Gold Ltd

This announcement has been prepared for publication in Australia and may not be released to any newswire service in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this announcement have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in transactions exempt from, or not subject to, registration under the US Securities Act and applicable US state securities laws.

About Big River Gold

Big River Gold Ltd (ASX:BRV), is a mineral exploration and development company listed on the Australian Securities Exchange. Its major focus is the 2.43M ounce Borborema Gold Project in Brazil; a country the Company believes is underexplored and offers high potential for the discovery of world class mineral deposits.

Borborema Gold Project

Borborema is a project with a resource of 2.43Moz gold, located in the Seridó area of the Borborema province in north-eastern Brazil. It is 100% owned by Big River and consists of three mining leases covering a total area of 29 km2 including freehold title over the main prospect area.

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