Roscan Announces Option and RSU Grant

TORONTO, ON / ACCESSWIRE / February 24, 2022 / Roscan Gold Corporation ("Roscan" or the "Company") (TSXV:ROS)(FSE:2OJ)(OTCQB:RCGCF) announces that the Board of Directors approved on February 15, 2022, to be issued in conjunction with filing the Company's year end consolidated financial statements, the Management Discussion and Analysis and the Annual Information Form, the granting of 2,340,980 options to a director of the Company to purchase common shares (each, a "Common Share") based on the February 23, 2022 closing price of $0.39 per Common Share vesting immediately and expiring on February 24, 2027.

The Board of Directors also approved and granted 3,000,000 Restricted Stock Options ("RSU's) to the President and Chief Executive Officer ("CEO") of the Company, which expire on February 24, 2023. 2,000,000 RSU's have vested, with the balance of 1,000,000 RSU's vesting upon the achievement of performance-based criteria which was based on a stock price of approximately $0.13 on January 1, 2020 and achieving certain criteria as below:

• Vest shall be as follows:

1. In the event that the market price of the Common Shares reaches CDN$0.26 at any time between January 1, 2020 and December 31, 2020, 1,000,000 RSU's shall vest (vested); and
2. In the event that the market price of the Common Shares reaches CDN$0.46 at any time between January 1, 2021 and December 31, 2021, 1,000,000 RSU's shall vest (vested); and
3. In the event that the market price of the Common Shares reaches CDN$0.65 at any between January 1, 2022 and December 31, 2022, 1,000,000 RSU's shall vest.

Michael Gentile, Chair of the Compensation Committee, stated, "Both Nana Sangmuah and Sir Sam Jonah joined Roscan Gold when Roscan had a market capitalization of approximately $15.9 million and a share price of approximately $0.13 per share, the RSU grant to our CEO and options grant to our Chairman was intended to further align our CEO and Chairman with the interests of our shareholders. Since both Nana and Sir Sam Jonah have joined Roscan the stock price has increased by 300 % and their deep West African roots and experience along with their implication and dedication to Roscan has been a driving force behind the success of the company to date. The Reader should note that on the exercise of the RSU's, the officer may be required to sell up to 50% of the RSU's in order to cover taxes. "

About Roscan

Roscan Gold Corporation is a Canadian gold exploration company focused on the exploration and acquisition of gold properties in West Africa. The Company has assembled a significant land position of 100%-owned permits in an area of producing gold mines (including B2 Gold's Fekola Mine which lies in a contiguous property to the west of Kandiole), and major gold deposits, located both north and south of its Kandiole Project in West Mali.

For further information, please contact:

Nana Sangmuah
President & CEO
Tel: (902) 832-5555
Email: info@Roscan.ca

Forward Looking Statements

This news release contains forward-looking information which is not comprised of historical facts. Forward-looking information is characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. Forward-looking information involves risks, uncertainties and other factors that could cause actual events, results, and opportunities to differ materially from those expressed or implied by such forward-looking information. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, changes in the state of equity and debt markets, fluctuations in commodity prices, delays in obtaining required regulatory or governmental approvals, and other risks involved in the mineral exploration and development industry, including those risks set out in the Company's management's discussion and analysis as filed under the Company's profile at www.sedar.com. Forward-looking information in this news release is based on the opinions and assumptions of management considered reasonable as of the date hereof, including that all necessary governmental and regulatory approvals will be received as and when expected. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information. The Company disclaims any intention or obligation to update or revise any forward-looking information, other than as required by applicable securities laws.

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.

SOURCE: Roscan Gold Corporation