MARKET WIRE NEWS

Stellar AfricaGold Inc. Closes $4 Million Private Placement

Source: TheNewsWire

(TheNewswire)

Vancouver, BritishColumbia – November 6, 2025 – TheNewswire – Stellar AfricaGold Inc. (TSX-V: SPX) (" Stellar "or the " Company ") ispleased to announce that it has successfully closed its previouslyannounced non-brokered private placement (the “ Offering ”).

The Company has raised aggregate gross proceeds of $4Million through the issuance of 22,222,222 units of the Company(“ Units ” and each, a “ Unit ”) at a price of C$0.18 per Unit. EachUnit consists of one common share of the Company (each, a“ Share ”) and one-half of one transferable common share purchasewarrant (with two such half warrants being a “ Warrant ”). EachWarrant entitles the holder to acquire one additional Share at a priceof $0.28 for a period of 36 months from the date of issuance.

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 are subjectto a statutory hold period of four months and one day, expiring onMarch 1, 2026, in accordance with applicable Canadian securities laws.

Finder’s fees were paid to qualified parties inconnection with the closing of the Offering, as permitted underapplicable laws and TSX Venture Exchange policies. The totalcompensation consisted of $111,938.40 in cash, 557,725 units (the“ Finder’sUnits ”), and 64,155 non-transferableFinder’s Warrants. Each Finder’s Unit is comprised of one commonshare and one-half of one non-transferable warrant (a “ Finder’s Warrant ”). The Finder’s Warrants were issued on the same termsas those issued under the Offering.

Two directors of the Company subscribed for anaggregate of 677,545 Units and gross proceeds of $121,958.10 under theOffering. Such participation is considered to be a “related partytransaction” as defined under Multilateral Instrument 61-101 – Protection of MinoritySecurity Holders in Special Transactions (“MI61-101”). The Company is replying on exemptions from the formalvaluation and minority shareholder approval requirements of MI 61-101as the fair market value of the securities subscribed for does notexceed 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.

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 ofapplicable 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.

Copyright (c) 2025 TheNewswire - All rights reserved.

Stellar Africagold Inc

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