Harte Gold Accelerates Plan to Bolster Management and Provides Financing Update

Harte Gold is accelerating its plan to bolster the management and board of directors to oversee a continued ramp up of the Sugar Zone Mine.

Stephen G. Roman has resigned as President and CEO of the Company. Pending the appointment of a new President and CEO, expected to occur by October 28, 2019, Mr. Roman will serve as Interim CEO and will continue to serve the Company as non-executive Chairman of the Board.

The Company is also conducting searches for a new Chief Financial Officer and Chief Operating Officer. As per terms of a new agreement with ANR Investments B.V. (“Appian”), the Nominating, Compensation and Governance Committee (the “Governance Committee”) has been reconstituted and will make recommendations on the selection of management and Board candidates that will best serve the Company to achieve operational success and grow the Company’s profile in the capital markets. The Governance Committee will be chaired by Michael W. Scherb, an Appian appointee to the Board.

Mr. Roman commented, “It has been an exciting 10 years developing Harte Gold into the next Canadian gold producer. From a raw prospect we have transitioned from an exploration company and must now move ahead with an operating team to continue our growth. I am excited to engage the new operating team to optimize operations and maximize value to all our loyal shareholders.”

Board Renewal

Under the new agreement, a board renewal process is underway to transition the Board as follows:

• Existing directors Stephen G. Roman (Chairman), Richard H. Sutcliffe, Michael Scherb and Geoffrey Cohen will continue to serve on the Board.
• Two new independent directors will be appointed, one of whom will be qualified to assume the position of Chair of the Audit Committee and be a member of the Governance Committee.
• The new CEO will also be appointed to the Board.
• Current directors Fergus Kerr and Richard Faucher have agreed to resign to allow for the Board renewal in due course.

Mr. Roman commented, “The Company would like to thank Messrs. Kerr and Faucher for their unwavering commitment to the Company, their tireless efforts in maximizing shareholder value and their willingness to step aside to assist with the Company’s renewal process. The Company is very grateful for their time and effort and knows that they will continue to serve the Company well during their remaining time on the Board.”

Financing and Liquidity Update

Pursuant to the previously announced financing with Echelon Wealth Partners Inc. (“Echelon”), Echelon has exercised its right to terminate the financing to allow full dissemination of this news release to the market. The Company will continue to monitor the market’s response to the above announcements and determine the appropriate financing plans going forward.

Notwithstanding (i) that the Company expects to have projected positive cash flow generated in Q4 2019 and beyond, and (ii) the available standby commitment of Appian for up to an additional US$7.5 million in non-equity financing, the Company does expect that it will raise additional capital during the remainder of 2019 to address short term working capital and operational needs.

Under the terms of the agreement with Appian and pursuant to Appian’s participation rights in respect of certain prior option issuances, the Company has agreed to issue to Appian 3,950,000 warrants to purchase common shares of the Company at an exercise price of $0.35 per common share, expiring on August 28, 2022. The issuance of warrants is subject to Toronto Stock Exchange approval.

About Appian Natural Resources Fund

Appian Natural Resources Fund is a metals and mining private equity fund providing long-term capital to both private and public mining companies. The advisor to Appian Natural Resources Fund, Appian Capital Advisory LLP, is a leading investment advisor in the metals and mining industry, with worldwide experience across South America, North America and Africa and a track record of successfully supporting companies achieve their development targets

About Harte Gold Corp.

Harte Gold is Ontario’s newest gold producer through its wholly owned Sugar Zone Mine in White River Ontario. Using a 3 g/t gold cut-off, the NI 43-101 compliant Mineral Resource Estimate dated February 19, 2019 contains an Indicated Mineral Resource of 4,243,000 tonnes grading 8.12 g/t Au with 1,108,000 ounces contained gold and an Inferred Mineral Resource of 2,954,000 tonnes, grading 5.88 g/t Au with 558,000 ounces contained gold.

A NI 43-101 compliant Feasibility Study was completed on the Sugar Zone Mine effective February 15, 2019 calculating total Reserves of 3,879,000 tonnes grading 7.1 g/t Au with 890,000 ounces of gold. Exploration continues on the Sugar Zone Property, which encompasses 79,335 hectares covering a significant greenstone belt.