SEXSMITH, AB–(Marketwired – July 12, 2017) – Angkor Gold Corp. (TSX VENTURE: ANK) (OTC PINK: ANKOF) (“Angkor” or “the Company”) CEO Mike Weeks is pleased to announce that Angkor has entered into a Definitive Earn-In Agreement (the Agreement) with Australian-based gold company, Emerald Resources NL (ASX: EMR) (“Emerald”), on Angkor’s wholly-owned Koan Nheak property in northeastern Cambodia.

“Emerald is an established Australian operator, and we are extremely pleased today to have solidified an agreement with them on our Koan Nheak license,” said Angkor’s CEO and Chairman, Mike Weeks. “Emerald, through its Cambodian subsidiary, Renaissance Minerals (Cambodia) Ltd (“Renaissance”), is working towards becoming Cambodia’s next gold-producing operator as they work through the final permitting process on their Okvau Gold deposit.”

“This strategic partnership positions Angkor with excellent opportunity for future success,” said Weeks, “with Okvau only about 60 kilometres away from the southern edge of our Koan Nheak license.”

The agreement terms include a total investment by Renaissance of $2 million USD in exploration and development expenditures plus a $200,000 USD cash payment to Angkor by Renaissance over a 2-year period for them to acquire a 51% participating interest in the Koan Nheak license. Upon completion of the initial earn-in option, Renaissance has the right to acquire an additional 29% participating interest in the license with the commissioning, and completion, of a Definitive Feasibility Study. After that, Angkor will maintain a 20% participating interest in the property, or at Angkor’s discretion, can convert to a 3.5% Net Smelter Return (“NSR”) on all metals. Renaissance will be the operator on the project throughout.

“Today’s announcement ensures that the maximum attention can be given to exploring the Koan Nheak license, and allows us to focus our resources on our two other partnerships with Blue River Resources, and JOGMEC (Japan Oil, Gas and Metals National Corporation),” said JP Dau, VP of Operations for Angkor. “Renaissance has an exceptional team on the ground with already well established government relationships to spearhead the exploration and development of the property.”

Key Highlights of the Earn-In Agreement:

• Angkor has granted to Renaissance the sole and exclusive right and option to acquire up to a 80% Participating Interest through the exercise of the First, Second and Third Options;

• The first Option will have been deemed to be completed after Renaissance has spent a total of $500,000 USD in Exploration and Development expenses on the Koan Nheak license;

• After Renaissance has fully paid the amounts referred to the First Option, Renaissance can at any time elect to acquire a 51% Participating Interest, by incurring or causing to be incurred Exploration & Development Expenditures totalling not less than $1,500,000 USD (in addition to the amounts referred to in the first Option), and payment of an additional $200,000 USD one time cash payment to Angkor for its own use absolutely which shall not count towards Renaissance’s Exploration & Development Expenditures. All exploration and development expenditures must be completed no later than March 1, 2020;

• After Renaissance has exercised the First Option and the Second Option, Renaissance can at any time but no later than August 31, 2020 elect to acquire an additional 29% Participating Interest by completing a Definitive Feasibility Study on the Property to JORC or NI 43-101 standard;

• After the exercise of the Third Option, Angkor, in its sole discretion, may choose to continue to hold a 20% Participating Interest or to convert its 20% Participating Interest into a 3.5% NSR;

• Renaissance may at any time after the conversion by Angkor of its 20% Participating Interest into an NSR purchase back from Angkor an undivided 1.0% NSR for a payment of $1,500,000 USD. Following the purchase by Renaissance of the above 1.0% NSR, Renaissance may at its option at any time purchase back from Angkor an additional 0.5% NSR by a payment of an additional $1,500,000 USD. Each purchase above by Renaissance may be exercised only once and shall not reduce Angkor’s NSR interest below 2.0% in total;

• Should Angkor choose to hold their 20% Participating Interest, Renaissance shall continue to fund Angkor’s share of the cost of exploration and development which will be repaid by Angkor from future revenue derived from the property;

• Renaissance will remain the Operator on the project throughout the life of the Agreement; and,

• This Agreement in its entirety is subject to the approval of the Ministry of Mines and Energy of Cambodia (“MME”).

Angkor’s Koan Nheak Licence lies immediately south of the town of the same name in the northeast of Mondulkiri Province. It covers three prospects of interest: Peacock in the west, centred on a diorite intrusive which is surrounded by multiple stream sediment geochemical anomalies; East Ring in the east, centred on a very much smaller diorite with strong anomalous gold found in a stream sediment survey; and Straddle in the south, where two contiguous arsenic anomalies occur in the stream sediment survey. Zones of abundant sulphide-rich quartz vein float were observed on Peacock, on one of which a previously reported field grab sample returned an assay value of greater than 33.2 g/t Au. Grab samples are selective samples and are not necessarily representative of the mineralization hosted on the property. In the south there are numerous coincident Au and Cu anomalies with visible malachite and azurite in several locations.

Dennis Ouellette, B.Sc, P.Geol., is a member of The Association of Professional Engineers and Geoscientists of Alberta (APEGA #104257) and a Qualified Person as defined by National Instrument 43-101 (“NI 43-101”). He is the Company’s Exploration Manager and has reviewed and approved the technical disclosure in this document.

ABOUT ANGKOR GOLD CORP.

ANGKOR Gold Corp. is a public company listed on the TSX-Venture Exchange and is a leading mineral explorer in Cambodia with a large land package and a first-mover advantage building strong relationships with all levels of government and stakeholders.

Neither 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.

Certain of the statements made and information contained herein may constitute “forward-looking information.” In particular references to the private placement and future work programs or expectations on the quality or results of such work programs are subject to risks associated with operations on the property, exploration activity generally, equipment limitations and availability, as well as other risks that we may not be currently aware of. Accordingly, readers are advised not to place undue reliance on forward-looking information. Except as required under applicable securities legislation, the Company undertakes no obligation to publicly update or revise forward-looking information, whether as a result of new information, future events or otherwise.

FOR FURTHER INFORMATION PLEASE CONTACT:
ANGKOR GOLD CORP.
Stephen Burega
Vice President of Corporate Development
Telephone: (647) 515-3734
Email: [email protected]
Website at: http://www.angkorgold.ca or follow us on Twitter @AngkorGold