LIBERTY GOLD

2020-07-03

Not applicable. Item 1 – Security and Reporting Issuer 1.1State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities. This report relates to the sale of 1,000,000 common shares (each, a “Liberty Share”) of Liberty Gold Corp. (“Liberty”) by RCF Opportunities Fund L.P. (“RCF”) on July 2, 2020. Liberty’s address is: Suite 1900 1055 West Hastings Street, Vancouver, British Columbia V6E 2E9 1.2 State the name of the market in which the transaction or other occurrence that triggered the requirement to file this report took place. The Toronto Stock Exchange (the “TSX”). Item 2 – Identity of the Acquiror 2.1 State the name and address of the acquiror. The Liberty Shares were sold by RCF Opportunities L.P., a private investment fund. The address of RCF is as follows: 1400 Sixteenth Street, Suite 200 Denver, CO, 80202 2.2 State the date of the transaction or other occurrence that triggered the requirement to file this report and briefly describe the transaction or other occurrence. RCF sold the Liberty Shares through the facilities of the TSX on July 2, 2020. The aggregate purchase price of the Liberty Shares sold by RCF was $2,034,000 ($2.034/Liberty Share). 2.3 State the names of any joint actors. Not applicable. Item 3 – Interest in Securities of the Reporting Issuer 3.1 State the designation and number or principal amount of securities acquired or disposed of that triggered the requirement to file this report and the change in the acquiror’s securityholding percentage in the class of securities. See Item 1.1 above. - 2 - Prior to the sale of the Liberty Shares, RCF owned and controlled a total of (i) 16,559,423 common shares of Liberty (each, a “Common Share”), representing approximately 6.75% of the then issued and outstanding Common Shares and (ii) 9,892,261 warrants to purchase Common Shares (each, a “Warrant”), representing approximately 28% of the then issued and outstanding Warrants. Assuming the exercise of all of the Warrants held by RCF prior to the sale of the Liberty Shares, an aggregate of 25,451,684 Common Shares would have been owned and controlled by RCF, representing approximately 10.36% of the then issued and outstanding Common Shares. Immediately following the sale of the Liberty Shares, RCF owned and controlled a total of (i) 15,559,423 Common Shares, representing approximately 6.34% of the then issued and outstanding Common Shares and (ii) 9,892,261 Warrants, representing approximately 28% of the then issued and outstanding Warrants. Assuming the exercise of all of the Warrants held by RCF immediately following the sale of the Liberty Shares, an aggregate of 25,451,684 Common Shares would be owned and controlled by RCF, representing approximately 9.97% of the then issued and outstanding