Shareholder News Release

Acquisition of Common Shares of Winston Gold Corp.

WINNIPEG, August 28, 2019 - Joseph Carrabba (the “Acquiror”) has acquired (the “Acquisition”), through a private placement ownership and control of 2,700,000 units (the “Units”) of Winston Gold Corp. (CSE:WGC)(OTCQB:WGMCF) (the “Issuer”) at a price equal to $0.05 per Unit for an aggregate purchase price of $135,000. Each Unit is comprised of one common share (the “Common Share”) of the Issuer and one common share purchase warrant (the “Warrants”) of the Issuer. Each Warrant will entitle the holder to purchase one Common Share for a period of five years after the date of issuance of the Warrant, at a price equal to $0.10 per Common Share.

Prior to the Acquisition, the Acquiror had ownership and control of 22,042,817 Common Shares, 17,250,000 Warrants and 1,000,000 options of the Issuer (the “Options”) representing approximately 17.5% of the issued and outstanding Common Shares on a undiluted basis and assuming the exercise of Warrants and Options, approximately 28.0% of the issued and outstanding Common Shares on a partially-diluted basis.

Following the Acquisition, the Acquiror has ownership and control of 24,742,817 Common Shares, 19,950,000 Warrants and 1,000,000 Options representing approximately 15.6% of the issued and outstanding Common Shares on a undiluted basis and assuming the exercise of Warrants and Options, approximately 25.4% of the issued and outstanding Common Shares on a partially-diluted basis.

The Units were acquired for investment purposes. In pursuing such purposes, the Acquiror takes a long-term view of its investment. It reserves the right to formulate other plans or make other proposals, and take such actions with respect to its investment in the Issuer. Depending on market conditions and other factors, the Acquiror may acquire additional securities of the Issuer as the Acquiror may deem appropriate, whether in open market purchases, privately negotiated transactions or otherwise. The Acquiror may dispose of some or all of such securities. The Acquiror may also reconsider and change its plans or proposals relating to the foregoing.

“Joseph Carrabba”
JOSEPH CARRABBA

Key Largo, Florida

SOURCE: Winston Gold Corp.