Stellar AfricaGold Announces $4 Million Private Placement Offering

(TheNewswire)

Vancouver, BritishColumbia – TheNewswire - October 15, 2025 – Stellar AfricaGold Inc. (TSX-V: SPX)(" Stellar " or the " Company ") ispleased to announce a proposed non-brokered private placement (the“ Offering ”) of units (“ Units ” and each, a “ Unit ”), to raiseaggregate gross proceeds of up to C$4,000,000 through the issuance ofup to 22,222,222 units of the Company at a price of C$0.18 per Unit.Each Unit will consist of one common share of the Company (a“ Share ”) and one-half of one transferable common share purchasewarrant (with two such half warrants being a “ Warrant ”). EachWarrant will entitle the holder to acquire one additional common shareof the Company at a price of $0.28 for a period of 36 months from thedate of issuance.

The Offering is expected to close on or about October30, 2025, and is subject to certain conditions, including, but notlimited to, the receipt of all necessary approvals including theapproval of the TSX Venture Exchange (the “ TSX-V ”).

Proceeds from the Offering will be allocated towardsfinancing ongoing exploration efforts at the Company’s Tichka EstGold Project in Morocco, the Zuénoula gold property in the IvoryCoast, and for general corporate purposes and working capital.

All securities issued under this Offering will besubject to a statutory hold period of four months and one day from theclosing date, in accordance with applicable Canadian securities laws.The Company may, in its discretion, pay finder’s fees in cash and/orWarrants to eligible arm’s-length parties in connection with theOffering, as permitted by applicable laws and TSX-V policies.

Insiders of the Company may participate in theOffering. Any such participation would constitute a “related partytransaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders inSpecial Transactions (“MI 61-101”). TheCompany expects that any insider participation will be exempt from theformal valuation and minority shareholder approval requirements of MI61-101 as the fair market value of the securities subscribed for willnot exceed 25% of the Company’s market capitalization.

The securities described herein have not been, and willnot be, registered under the United States Securities Act of 1933, asamended (the "1933 Act"), or any state securities laws, andaccordingly, may not be offered or sold within the United Statesexcept in compliance with the registration requirements of the 1933Act and applicable state securities requirements or pursuant toexemptions therefrom. This news release shall not constitute an offerto sell or the solicitation of an offer to buy nor shall there be anysale of the securities in the United States or in any otherjurisdiction in which such offer, solicitation or sale would beunlawful.

About Stellar AfricaGold Inc.

Stellar AfricaGold Inc. is a Canadian preciousmetal s exploration companyfocused on North and West Africa, with active programs in Morocco andCôte d’Ivoire. Stellar’s principal exploration projects are itsadvancing gold discovery at the Tichka Est Gold Project in Morocco,and its early-stage exploration Zuénoula Gold Project in Côted’Ivoire.

The Company is listed on the TSX Venture Exchange ( TSX.V: SPX ) , the Tradegate Exchange ( TGAT: 6YP ) and the Frankfurt Stock Exchange ( FSX: 6YP ) .

The Company maintains its head office in Vancouver, BCand has a representative office in Casablanca, Morocco.

The technical content of this press release has beenreviewed and approved by M. Yassine Belkabir, MScDIC, CEng, MIMMM, aStellar director and a Qualified Person as defined in NI43-101.

Stellar’s President and CEO J. François Lalonde canbe contacted at +1 514-994-0654 or by email at lalondejf@stellarafricagold.com

Additional information is available on the Company’swebsite at www.stellarafricagold.com

On Behalf of the Board

J. François Lalonde

J. François Lalonde

President & CEO

This news releasecontains “forward-looking statements” within the meaning of theUnited States Private Securities Litigation Reform Act of 1995 andapplicable Canadian securities laws.. Forward-looking statements arebased on expectations, estimates and projections as at the date ofthis news release and are subject to known and unknown risks,uncertainties and other factors that may cause actual results orevents todiffer materially from those expressed or implied. Such risks anduncertainties include, but are not limited to, the Company not achievingthe production milestones described herein, changes in business plansor commodity prices, failure to obtain regulatory approvals, and therisk factors described in the Company’s most recentManagement’s Discussion and Analysis and Annual InformationForm, which are available on SEDAR+ at www.sedarplus.ca . Forward-looking statements are not guarantees offuture performance and should not be unduly relied upon. Except asrequired by law, the Company undertakes no obligation to update orrevise any forward-looking statements contained herein.

Neither the TSXVenture Exchange nor its Regulation Services Provider (as that term isdefined in the policies of the TSX Venture Exchange) accepts responsibility forthe adequacy or accuracy of this release.

This news releaseis not for distribution to U.S. newswire services fordissemination
in theUnited States

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