Fancamp Announces Closing of the Transaction with Lode Gold Resources to Advance New Brunswick and Yukon Mineral Properties

Fancamp Announces Closing of the Transaction with Lode Gold Resources to Advance New Brunswick and Yukon Mineral Properties

Fancamp Exploration Ltd. (" Fancamp " or the " Company ") (TSX Venture Exchange: FNC ) is pleased to announce that it has closed the transaction with Lode Gold Resources Inc. (" Lode Gold ") (TSX Venture Exchange: LOD ) and 1475039 B.C. Ltd. (" Gold Orogen "), a subsidiary of Lode Gold, as previously announced on August 27, 2024, to advance the exploration and development of certain mineral properties located in the Yukon and New Brunswick (the " Transaction "). The Transaction represents the opportunity for the joint advancement of significantly sized and under-explored land packages, in highly prospective regions for gold and polymetallic mineral discovery, with the potential to create district scale projects on orogenic belts where other major developers are established and host certain world-class deposits.

In connection with the closing of the Transaction:

  • Lode Gold transferred all of its interests in its McIntyre Brook mineral property located in New Brunswick (the " McIntyre Brook Property ") and Fancamp transferred all of its interests in the Riley Brook mineral property located in New Brunswick (the " Riley Brook Property ") to a newly incorporated joint-venture entity by the name of Acadian Gold Corp. (" Acadian ") of which Fancamp and Gold Orogen each own 50% of the outstanding shares (the " Acadian Shares "), and for which Fancamp acts as the initial operator of the mineral exploration work to be conducted by Acadian;
  • Acadian granted Fancamp a 2% net smelter returns royalty on the Riley Brook Property, which shall be proportionally reduced in the event that Gold Orogen secures reduced net smelter returns royalties and buy-back terms on all, but not less than all, of the mineral claims comprising the McIntyre Brook Property;
  • Fancamp and Gold Orogen entered into a Shareholders' Agreement to govern Acadian, pursuant to which, among other terms, the initial strategic budget for Acadian to cover work to be completed by May 31, 2025 will total approximately $1.8 million;
  • Lode Gold transferred to Gold Orogen both its Golden Culvert mineral property located in Selwyn Basin, Tombstone Belt, southeastern Yukon, and its nearby Win mineral property located in the Tombstone Belt, southeastern Yukon;
  • Fancamp invested $2,500,000 into Gold Orogen (the " Fancamp Investment ") in exchange for such number of common shares of Gold Orogen (" Gold Orogen Shares ") as is equal to 19.9% of the outstanding Gold Orogen Shares on an undiluted basis. A portion of the Fancamp Investment was completed through an indirect flow through offering by Gold Orogen which resulted in Gold Orogen receiving approximately $3,000,000 in proceeds under the Fancamp Investment; and
  • Fancamp invested $500,000 into Lode Gold on a private placement basis in exchange for 14,285,714 special warrants of Lode Gold (" Lode Gold Special Warrants ") at an issue price of $0.035 per Lode Gold Special Warrant, with each Lode Gold Special Warrant automatically convertible on the earlier of the completion of the Spin Out (as defined below) and March 31, 2025 (the " Outside Date "), into one common share of Lode Gold (each, a " Lode Gold Share ") and one common share purchase warrant of Lode Gold (each, a " Lode Gold Warrant "). Each Lode Gold Warrant shall be exercisable for one Lode Gold Share at a price of $0.05 for a period of five years from the date of issue.

The Transaction has received the conditional approval of the TSX Venture Exchange (the " TSX-V "), however remains subject to the final approval of the TSX-V.

Pursuant to the terms of the investment agreement dated August 26, 2024, entered into among Fancamp, Lode Gold and Gold Orogen:

  • Prior to the completion of the Spin Out, Gold Orogen will raise an aggregate of $1,500,000, in addition to the Fancamp Investment (the " Gold Orogen   Private Placement ") by the later of 30 days after the Outside Date, failing which Gold Orogen shall transfer to Fancamp between 7.5% and 15% of the issued and outstanding Acadian Shares, with the actual number of Acadian Shares transferred to be determined based on the amount of funds actually raised by Gold Orogen under the Gold Orogen Private Placement;
  • In the event that (i) Gold Orogen raises in excess of $1,500,000 pursuant to the Gold Orogen Private Placement; or (ii) any future financings are undertaken by Gold Orogen (or the resulting issuer of any reverse-takeover transaction consummated by Gold Orogen) (each, a " Gold Orogen Additional Financing "), Fancamp, for so long as it holds at least 10% of the issued and outstanding Gold Orogen Shares, will have the right (but not the obligation) to participate in the Gold Orogen Additional Financing to maintain its pro rata interest in Gold Orogen;
  • Lode Gold will commence a spin-out transaction of Gold Orogen (the " Spin Out ") to be completed on or before the Outside Date pursuant to which:
    • each shareholder of Lode Gold on the effective date of the Spin Out will receive Gold Orogen Shares for each Lode Gold Share held; and
    • immediately after completion of the Spin Out, Fancamp will hold 19.9% of the issued and outstanding Gold Orogen Shares on an undiluted basis.
  • In the event that Lode Gold fails to complete the Spin Out before the Outside Date, Lode Gold, at its election shall:
    • cause Gold Orogen to transfer to Fancamp such number of Acadian Shares as is equal to 15% of the issued and outstanding Acadian Shares; or
    • pay a penalty to Fancamp (the " Penalty Payment "), equal to an annual rate of 6% of $3,000,000 calculated on a pro rata basis, for such number of days as the Spin Out has been delayed up to a maximum of 60 days from the Outside Date (the " Extension Period "), which Penalty Payment shall be paid on the date that is the earlier of (i) the completion date of the Spin Out, and (ii) the last day of the Extension Period. In the event Lode Gold fails to complete the Spin Out before the expiry of the Extension Period, Gold Orogen shall transfer to Fancamp such number of Acadian Shares as is equal to 15% of the issued and outstanding Acadian Shares.

About Fancamp Exploration Ltd. (TSX-V: FNC)

Fancamp is a growing Canadian mineral exploration company focused on creating value through medium term growth and monetization opportunities with its strategic interests in high potential mineral projects, royalty portfolio and mineral properties. The Company is focused on an advanced asset play poised for growth and selective monetization with a portfolio of mineral claims across Ontario, Québec and New Brunswick, Canada; including copper, gold, zinc, titanium, chromium, strategic rare-earth metals and others. The Company continues to identify near term cash-flow generating opportunities and in parallel aims to advance its investments in strategic mineral properties. Fancamp has investments in an existing iron ore operation in the Quebec-Labrador Trough, a rare earth elements company, NeoTerrex Minerals Inc., a copper–gold exploration company, Platinex Inc., an opportunity to develop an emerging gold-copper exploration play with Lode Gold Resources, in addition to an investment in a near term cash flow generating zinc mine, EDM Resources Inc. in Nova Scotia. The Company has future monetization opportunities from its Koper Lake transaction in the highly sought-after Ring of Fire in Northern Ontario. Fancamp is developing an energy reduction and titanium waste recycling technology with its advanced titanium extraction strategy. The Company is managed by a focused leadership team with decades of mining, exploration and complementary technology experience.

Further information on the Company can be found at: www.fancamp.ca

Forward-Looking Statements

This news release contains certain "forward-looking statements" or "forward-looking information" (collectively referred to herein as " forward-looking statements ") within the meaning of applicable securities legislation. Such forward-looking statements include, without limitation: the execution of all documents and completion of all steps required subsequent to the closing of the Transaction, including but not limited to the completion of the Spin Out and the Gold Orogen Private Placement; the receipt of final TSX-V approval in respect of the Transaction and any post-closing transactions related thereto; and the Company's forecasts, estimates, expectations and objectives for future.

Such forward-looking statements are based on a number of assumptions, which may prove to be incorrect. Assumptions have been made regarding, among other things: conditions in general economic and financial markets; accuracy of assay results; geological interpretations from drilling results, timing and amount of capital expenditures; performance of available laboratory and other related services; future operating costs; and the historical basis for current estimates of potential quantities and grades of target zones. The actual results could differ materially from those anticipated in these forward-looking statements as a result of risk factors, including the timing and content of work programs; results of exploration activities and development of mineral properties; the interpretation and uncertainties of drilling results and other geological data; receipt, maintenance and security of permits and mineral property titles; environmental and other regulatory risks; project costs overruns or unanticipated costs and expenses; availability of funds; failure to delineate potential quantities and grades of the target zones based on historical data; and general market and industry conditions.

Forward-looking statements are based on the expectations and opinions of the Company's management on the date the statements are made. The assumptions used in the preparation of such statements, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statements were made. The Company undertakes no obligation to update or revise any forward-looking statements included in this news release if these beliefs, estimates and opinions or other circumstances should change, except as otherwise required by applicable law.

For Further Information

Rajesh Sharma,   President   & CEO
+1 (604) 434 8829
info@fancamp.ca
Debra Chapman, CFO
+1 (604) 434 8829
info@fancamp.ca
Tara Asfour, Director of Investor Relations
+1 (604) 434 8829
tasfour@fancamp.ca


Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of
  the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.


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Lode Gold Submits Application for Exchange Approval to Form Spin Co, Gold Orogen - a Yukon  & New Brunswick Exploration Company

Lode Gold Submits Application for Exchange Approval to Form Spin Co, Gold Orogen - a Yukon & New Brunswick Exploration Company

Lode Gold Resources Inc. (TSXV: LOD) (OTCQB: SBMIF) ("Lode Gold " or the "Company") is pleased to announce that it has submitted application to the TSX Venture exchange for approval of the Spin-out of Gold Orogen, as described on its August 27, 2024 and October 22, 2024 news release. The details regarding the Lode Gold shareholder's meeting that is expected to be held in early December 2024 will follow with an information circular to be filed by early November 2024. Lode Gold will seek the approval from shareholders on the Plan of Arrangement, and upon Exchange approval, set the Record Date for distribution of the shares of the new company to shareholders of Lode Gold.

The Company also announces that pursuant to a director resolution passed on July 26, 2024, and a special resolution passed by shareholders of the Company on July 6, 2023, the Company has consolidated its capital on a ten for one (10:1) basis. Post-consolidation, the Company's capitalization composes of unlimited common shares with no par value, of which 38,032,970 shares are issued and outstanding.

Effective at the opening, Tuesday October 29, 2024, the common shares of Lode Gold Resources Inc. will commence trading on the TSX Venture Exchange on a consolidated basis. The Company is classified as a mining company.

Name of Company: No change.
Escrow shares: None
Transfer agent: Odyssey Trust Company.
Trading symbol: LOD (unchanged)
CUSIP number: 540196 20 1 (new)

"The Company has been contemplating share consolidation for sometime. With significant milestones achieved in the last 12 months and more upcoming catalysts, it makes strategic sense now to execute the consolidation. A key catalyst upcoming in a few months is share distribution of Gold Orogen to shareholders of Lode Gold, a significant step in unlocking value.

With a tight capital structure we can more effectively attract new investors. Of note, four shareholders hold over 60% shares of 38 million post-consolidated shares." states Wendy T. Chan, CEO and Director of Lode Gold.

About Lode Gold

Lode Gold (TSXV: LOD) is an exploration and development company with projects in highly prospective and safe mining jurisdictions in Canada and the United States.

Its Golden Culvert and WIN Projects in Yukon, covering 99.5 km2 across a 27-km strike length, are situated in a district-scale, high-grade-gold-mineralized trend within the southern portion of the Tombstone Gold Belt. Gold deposits and occurrences within the Belt include Fort Knox, Pogo, Brewery Creek and Dublin Gulch, and Snowline Gold. A NI 43-101 technical report entitled "Technical Report on the WIN-Golden Culvert Property for Lode Gold" with an effective date of May 15, 2024, summarizing the work to date on these properties is available on the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.lode-gold.com).

In New Brunswick, Lode Gold has created one of the largest land packages with a 42km strike within 420km2. Its McIntyre Brook Project, New Brunswick, covering 111 km2 and a 17-km strike length in the emerging Appalachian/Iapetus Gold Belt, is surrounded by Puma Exploration's Williams Brook Project (5.55 g/t Au over 50m)1 and is hosted by orogenic rocks of similar age and structure as New Found Gold's Queensway Project. The Fancamp's Riley Brook is a 309 km2 package covering a 25 km strike of Wapske formation with its numerous felsic units. Previous exploration efforts have focused on just VMS-style mineralization hosted in the felsic intrusions, and mostly focused on the base metals - the Company is the first to focus on and assay for gold. This transaction will close upon Exchange's acceptance.

The Company is also advancing its Fremont Gold development project in the historic Mother Lode Gold Belt of California where 50,000,000 oz of gold has been produced. Fremont, located 500km north of Equinox Gold's Castle Mountain and Mesquite mines, has a Preliminary Economic Assessment(" PEA") with an after-tax NPV (5%) of USD $217M, a 21% IRR, 11-year LOM, averaging 118,000 Oz per annum at USD $1,750 gold. A sensitivity to the March 31, 2023, PEA at USD $2,000/oz gold gives an after-tax NPV (5%) of USD $370M and a 31% IRR over an 11-year LOM. The project hosts an NI 43-101 resource of 1.16 MOz at 1.90 g/t Au within 19.0 MT Indicated and 2.02 MOz at 2.22 g/t Au within 28.3 MT Inferred. The MRE evaluates only 1.4 km of the 4 km strike length of the Fremont property which features five gold-mineralized zones. Significantly, three step-out holes at depth hit the mineralized structure, typical of orogenic deposits that often occur at depth. Fremont is located on 3,351 acres of 100% owned private land in Mariposa, the original Gold Rush County, and is 1.5 hours from Fresno, California. The property has year-round road access and is close to airports and rail.

Please refer to the Fremont Gold project NI 43-101 PEA technical report dated March 31, 2023, which is available on the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.lode-gold.com). The PEA technical report has been reviewed and approved by independent "Qualified Persons" Eugene Puritch, P.Eng., FEC, CET, and Andrew Bradfield, P.Eng. both of P&E, and Travis Manning, P.E. of KCA.

QUALIFIED PERSON STATEMENT

The scientific and technical information contained in this press release has been reviewed and approved by Jonathan Victor Hill, Director, BSc (Hons) (Economic Geology - UCT), FAusIMM, and who is a "qualified person" as defined by NI-43-101.

ON BEHALF OF THE COMPANY

Wendy T. Chan, CEO & Director

Information Contact

Winfield Ding
CFO
info@lode-gold.com
+1-416-320-4388

Kevin Shum
Investor Relations
kevin@lode-gold.com
+1 (647) 725-3888 ext. 702

Cautionary Note Related to this News Release and Figures

This news release contains information about adjacent properties on which the Company has no right to explore or mine. Readers are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on the Company's properties.

Cautionary Statement Regarding Forward-Looking Information

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.

All statements, trend analysis and other information contained in this press release about anticipated future events or results constitute forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "expect" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions. All statements, other than statements of historical fact, included herein, including, without limitation, statements regarding the anticipated use of proceeds from the Special Warrant financing, additional proceeds from the exercise of the warrants underlying the Special Warrants, and the receipt of final acceptance from the TSX Venture Exchange with respect to the transactions, are forward-looking statements. Although Lode Gold believes that the expectations reflected in such forward-looking statements and/or information are reasonable, undue reliance should not be placed on forward-looking statements since Lode Gold can give no assurance that such expectations will prove to be correct. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements, including the risks, uncertainties and other factors identified in Lode Gold's periodic filings with Canadian securities regulators, and assumptions made with regard to: the ability of Lode Gold to obtain final acceptance from the TSX Venture Exchange with respect to the transactions; that the Company will be able to use the proceeds of the Special Warrant financing as anticipated; and the ability of the Company to continue with its stated business objectives and its ability to obtain required approvals and raise additional capital to proceed. Forward-looking statements are subject to business and economic risks and uncertainties and other factors that could cause actual results of operations to differ materially from those contained in the forward-looking statements. Important factors that could cause actual results to differ materially from expectations include risks associated with the business of Lode Gold and Fancamp; risks related to the Company's ability to obtain final acceptance from the TSX Venture Exchange with respect to the transactions; the risk that the use of proceeds from the Special Warrant financing may differ from management's expectations; and other risk factors as detailed from time to time and additional risks identified in the Companies' filings with Canadian securities regulators on SEDAR+ in Canada (available at www.sedarplus.ca). Forward-looking statements are based on estimates and opinions of management at the date the statements are made. The Company does not undertake any obligation to update forward-looking statements except as required by applicable securities laws. Investors should not place undue reliance on forward-looking statements.

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Lode Gold Signs Definitive Agreement to Execute Tax-Efficient Spin-Out, Creating Two Pure Play Companies

Lode Gold Signs Definitive Agreement to Execute Tax-Efficient Spin-Out, Creating Two Pure Play Companies

Lode Gold Resources Inc. (TSXV: LOD) (OTCQB: SBMIF) ("Lode Gold " or the "Company") is pleased to announce its wholly-owned subsidiary, ("1475039 B.C. Ltd." or "Gold Orogen") has entered into a binding Definitive Agreement (DA) on October 21, 2024 to acquire Great Republic Mining ("GRM", "Great Republic" or CSE: GRM), pursuant to which the GRM and the Company's subsidiary propose to complete a Reverse Take Over (RTO) transaction pursuant to which GRM will acquire all of the issued and outstanding shares of the Company's subsidiary. It will be a tax efficient spin out: shareholders of Lode Gold will receive shares of Gold Orogen.

Transaction details, terms, and condition of the deal remain the same as in the Letter of Intent previously announced and can be read on its August 27th, 2024 news release.

The new company, Gold Orogen will have assets in two highly prospective areas in Canada: Yukon and Atlantic Canada. It will be a focused exploration pure play company. It will launch with funding of over $3 million dollars, with a plan to raise an additional $1.5 million. Work programs being executed or planned include: VTEM, SQUIDT, Soil Analysis, Geological Mapping, Trenching and Drilling in the next 12 months.

Wendy T. Chan, CEO of Lode Gold states, "We are very glad to have achieved yet another milestone, thanks to the hard work of our team. As promised in our business plan, we have now finalized definite spin out plans. It will be a tax efficient plan of arrangement. We will create two pure play companies to unlock value for shareholders. We have also initiated work programs in Yukon and New Brunswick, post raising over $4 million in the last two financings."

About Lode Gold

Lode Gold (TSXV: LOD) is an exploration and development company with projects in highly prospective and safe mining jurisdictions in Canada and the United States.

Its Golden Culvert and WIN Projects in Yukon, covering 99.5 km2 across a 27-km strike length, are situated in a district-scale, high-grade-gold-mineralized trend within the southern portion of the Tombstone Gold Belt. Gold deposits and occurrences within the Belt include Fort Knox, Pogo, Brewery Creek and Dublin Gulch, and Snowline Gold. A NI 43-101 technical report entitled "Technical Report on the WIN-Golden Culvert Property for Lode Gold" with an effective date of May 15, 2024, summarizing the work to date on these properties is available on the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.lode-gold.com).

In New Brunswick, Lode Gold has created one of the largest land packages with a 42km strike within 420km2. Its McIntyre Brook Project, New Brunswick, covering 111 km2 and a 17-km strike length in the emerging Appalachian/Iapetus Gold Belt, is surrounded by Puma Exploration's Williams Brook Project (5.55 g/t Au over 50m)1 and is hosted by orogenic rocks of similar age and structure as New Found Gold's Queensway Project. The Fancamp's Riley Brook is a 309 km2 package covering a 25 km strike of Wapske formation with its numerous felsic units. Previous exploration efforts have focused on just VMS-style mineralization hosted in the felsic intrusions, and mostly focused on the base metals - the Company is the first to focus on and assay for gold. This transaction will close upon Exchange's acceptance.

The Company is also advancing its Fremont Gold development project in the historic Mother Lode Gold Belt of California where 50,000,000 oz of gold has been produced. Fremont, located 500km north of Equinox Gold's Castle Mountain and Mesquite mines, has a Preliminary Economic Assessment(" PEA") with an after-tax NPV (5%) of USD $217M, a 21% IRR, 11-year LOM, averaging 118,000 Oz per annum at USD $1,750 gold. A sensitivity to the March 31, 2023 PEA at USD $2,000/oz gold gives an after-tax NPV (5%) of USD $370M and a 31% IRR over an 11-year LOM. The project hosts an NI 43-101 resource of 1.16 MOz at 1.90 g/t Au within 19.0 MT Indicated and 2.02 MOz at 2.22 g/t Au within 28.3 MT Inferred. The MRE evaluates only 1.4 km of the 4 km strike length of the Fremont property which features five gold-mineralized zones. Significantly, three step-out holes at depth hit the mineralized structure, typical of orogenic deposits that often occur at depth. Fremont is located on 3,351 acres of 100% owned private land in Mariposa, the original Gold Rush County, and is 1.5 hours from Fresno, California. The property has year-round road access and is close to airports and rail.

Please refer to the Fremont Gold project NI 43-101 PEA technical report dated March 31, 2023, which is available on the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.lode-gold.com). The PEA technical report has been reviewed and approved by independent "Qualified Persons" Eugene Puritch, P.Eng., FEC, CET, and Andrew Bradfield, P.Eng. both of P&E, and Travis Manning, P.E. of KCA.

QUALIFIED PERSON STATEMENT

The scientific and technical information contained in this press release has been reviewed and approved by Jonathan Victor Hill, Director, BSc (Hons) (Economic Geology - UCT), FAusIMM, and who is a "qualified person" as defined by NI-43-101.

ON BEHALF OF THE COMPANY

Wendy T. Chan, CEO & Director

Information Contact

Winfield Ding
CFO
info@lode-gold.com
+1-416-320-4388

Kevin Shum
Investor Relations
kevin@lode-gold.com
+1 (647) 725-3888 ext. 702

Cautionary Note Related to this News Release and Figures

This news release contains information about adjacent properties on which the Company has no right to explore or mine. Readers are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on the Company's properties.

Cautionary Statement Regarding Forward-Looking Information

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.

This news release includes "forward-looking statements" and "forward-looking information" within the meaning of Canadian securities legislation. All statements included in this news release, other than statements of historical fact, are forward-looking statements including, without limitation, statements with respect to the completion of the transaction and the timing thereof, the expected benefits of the transaction to shareholders of the Company, the structure, terms and conditions of the transaction and the execution of a definitive agreement, the timing of submission to the CSE and TSXV, Gold Orogen raising an additional $1,500,000 and the anticipated use of proceeds. Forward-Looking statements include predictions, projections and forecasts and are often, but not always, identified by the use of words such as "anticipate", "believe", "plan", "estimate", "expect", "potential", "target", "budget" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions and includes the negatives thereof.

Forward-Looking statements are based on a number of assumptions and estimates that, while considered reasonable by management based on the business and markets in which the Company operates, are inherently subject to significant operational, economic, and competitive uncertainties, risks and contingencies. These include assumptions regarding, among other things: that the Company and GRM will be able to negotiate the definitive agreement on the terms and within the time frame expected, that the Company and GRM will be able to make submissions to the CSE and TSXV within the time frame expected, that the Company and GRM will be able to obtain shareholder approval for the transaction, that the Company and GRM will be able to obtain necessary third party and regulatory approvals required for the transaction, if completed, that the transaction will provide the expected benefits to the Company and its shareholders.

There can be no assurance that forward-looking statements will prove to be accurate and actual results, and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include adverse market conditions, general economic, market or business risks, unanticipated costs, the failure of the Company and GRM to negotiate the definitive agreement on the terms and conditions and within the timeframe expected, the failure of the Company and GRM to make submissions to the CSE and TSXV within the timeframe expected, the failure of the Company and GRM to obtain shareholder approval for the transaction, the failure of the Company and GRM to obtain all necessary approvals for the transaction, and r other risks detailed from time to time in the filings made by the Company with securities regulators, including those described under the heading "Risks and Uncertainties" in the Company's most recently filed MD&A. The Company does not undertake to update or revise any forward-looking statements, except in accordance with applicable law.

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Lode Gold Launches Exploration Program at One of the Largest Land Packages in New Brunswick

Lode Gold Launches Exploration Program at One of the Largest Land Packages in New Brunswick

Lode Gold Resources Inc. (TSXV: LOD) (OTCQB: SBMIF) ("Lode Gold" or the "Company") is pleased to announce that a Heliborne HeliTEM² Survey over the Riley Brook and McIntyre Brook properties, in northern New Brunswick, has been initiated as part of the recently announced Acadian Gold Joint Venture with Fancamp Exploration Ltd. (refer to Figure 1). The properties encompass a combined 419 km2 land package of mineral claims, constituting gold mineralized zones that extend over several kilometres, on trend with Puma Exploration's Williams Brook property.

The recent combination of mineral assets between Fancamp and Lode Gold Resources Inc. into a dominant land holding of high-quality, underexplored ground in New Brunswick, was a major development which now aims to be further validated by this high-resolution heliborne electro-magnetic and radiometric survey.

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Lode Gold Identifies New High Priority RIRGS Target ''Steelhead'' at WIN, Tombstone Belt - Yukon

Lode Gold Identifies New High Priority RIRGS Target ''Steelhead'' at WIN, Tombstone Belt - Yukon

Lode Gold Resources Inc. (TSXV: LOD) (OTCQB: SBMIF) ("Lode Gold " or the "Company") is pleased to announce that it has received and interpreted the data from the previously announced QMAGT survey conducted in summer, 2024. This news release focuses on presenting initial findings, including reporting the identification of a new high-priority target named "Steelhead" extending the emerging Reduced Intrusion Related Gold System (RIRGS) targets already identified on its WIN property. A future news release will expand on these new findings northwards to include Lode's flagship Golden Culvert property as our geological team evaluates a potential genetic relationship, highlighted by the new QMAGT data between the RIRGS mineralization at WIN and the orogenic styles of mineralization present at Golden Culvert.

Highlights include:

  • Recent QMAGT system geophysical results integrated with geology and historic geochemical information has identified a new priority prospect, "Steelhead", a previously unrecognized 4km2 area of hornfels on the eastern part of the property.
  • ''Steelhead's" prospectivity is enhanced by the presence of anomalous gold and bismuth results in stream sediment samples collected from the catchment draining the new identified 4km2 area of hornfels.
  • The QMAGT system has successfully enhanced the detailed geology of the property and importantly mapped the targeted Tombstone-Tungsten Cretaceous aged monzonite intrusions as magnetic lows and related hornfels known to be prospective for RIRGS as magnetic highs or areas with "noisy magnetic gradients".
  • The above adds to the initial 2023 discovery of a RIRGS style sheeted vein system with gold values up to 8.3 g/t coincident with elevated bismuth and tellurium (see news release dated December 13, 2023) hosted in hornfels on the western side of the property and named the "Border Gold Zone".
  • The Border Gold Zone appears to be controlled by the Border Monzonite and manifests as a "roof zone" above this intrusive and the host Cordierite-Biotite bearing hornfels. The magnetic data clearly defines a 3.5km strike extension to this known mineralized hornfels zone for targeted follow up.
  • Furthermore, the magnetic data defines deep structures both parallel and coincident with the known mineralization and are thought to be important controlling structures for gold emplacement.

Buddy Doyle, VP Exploration commented that, "Lode Gold has leveraged the quality QMAGT data to integrate the pre-existing geochemical and geological-structural data on hand to design a targeted ground follow-up program to rapidly generate drill targets on the emerging high-potential RIRGS Targets at WIN, adding materially to its established flagship Orogenic Golden Culvert targets within the large, strategic property package controlled by Lode in the Yukon."

Regional Setting, The RIRGS Model and How Well the WIN Project Fits

The WIN property occurs in the southern portion of the prolific Tombstone gold belt, see Figure 1. The Tombstone Gold Belt is the type locality for RIRGS, with Figure 2 depicting the accepted model for this type of gold mineralization.

Cannot view this image? Visit: https://images.newsfilecorp.com/files/4064/226527_f5046f6914111af4_004.jpg

Figure 1: The Tombstone Gold Belt, yellow shaded zone, gold stars show RIRGS deposits and prospects, orange stars tungsten deposits, The black star depicts the location of our WIN project. All are related to mid-cretaceous Intrusive suites and their associated contact hornfels aureoles. Figure modified from the Yukon geological survey broacher 2006-6.

To view an enhanced version of this graphic, please visit:
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Figure 2:The RIRGS geological model, General plan model of RIRGS (left), note the wide range of mineralization styles and geochemical variations that vary predictably outward from a central pluton. Scale is dependent on the size of the exposed pluton, which is likely to range from 100 m to 5 km in diameter. Hypothetical cross-section (right) of a small (100 m-5 km across) pluton. Of note are the asymmetric hornfels aureole and the early-chilled and more brittle marginal carapace. Preferred sites of intrusion-hosted Au mineralization are above the cupola, where exsolved fluids will accumulate, and mineralized fractures developed in the pluton's apex and shoulders. Modified from Hart, C.J.R., 2007.

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The RIRGS geological model in summary makes the following empirical observations:

  • Mineralization is associated with a reduced intrusion with the mineralization extending beyond the limits of the intrusion, and locally beyond the thermal aureole (caused by the intrusion), yielding a broad mineralizing system (Fig. 2). The size of the system is generally dictated by the limits of the thermal aureole, commonly several kilometres across, but can be dependent on the depth of erosion with the broadest and best-developed mineralization at the top of or above the pluton. The WIN project contains the known mapped intrusives, the northern part of the Hyland intrusive and the eastern part of the Border Intrusive (see Figure 4) both have extensive hornfels aureoles developed. The known sheeted quartz vein mineralization is hosted in hornfels.
  • A common characteristic is that the RIRGS exhibits multiple styles of mineralization. Particularly in the thermal aureole. Chemically reactive and/or physically brittle sedimentary strata result in a diversity of mineralization styles, whereas the causative pluton is typically dominated by solely sheeted vein sets containing gold. The WIN project Hyland Intrusive has been subject to exploration for Tungsten and Molybdenum in the past with part of the Tuna Tungsten Mineral occurrence within and next to the property's southern border. The sheeted quartz veins with gold have been found in the roof hornfels.
  • RIRGS often exhibit a predictable zonation of differing deposit styles outward from the central, mineralizing pluton (Fig. 2). Skarns and replacements are generally pluton proximal, with an increase in structural control on more distal mineralization. There is also crustal scale vertical zonation, with epizonal occurrences forming at shallower levels. Predictable metal signatures develop broad-scale zoning surrounding and above a central causative pluton. The stream, soil and rock samples taken by Lode Gold show metal zonation.

  • Gold, as well as Tungsten (W), may form ore, but Au does not directly correlate with W. Bismuth (Bi) and Tellurium (Te) are enriched in intrusion-hosted Au ores and correlate with Au. Arsenic enrichments characterize hornfels-hosted mineralization and form regional-scale geochemical anomalies. On the WIN project, the sheeted veins have gold correlating strongly with Bi and Te. The WIN and Golden Culvert projects occur in a regional zone of anomalous Arsenic in stream sediments (see Figure 5).
  • Each plutonic suite has a characteristic metallogenic association. Plutons of the Tombstone plutonic suite have alkalic compositions (syenites) and associated gold, bismuth and copper. Plutons of the Mayo suite have metalluminous compositions (hornblende monzonites) and the strongest gold association. Plutons of the Tungsten suite are slightly peraluminous (biotite granite) and are associated with tungsten ± copper, zinc and molybdenum mineralization. Mineralized plutons typically have associated pegmatites, aplites, miarolitic cavities and tourmaline veins, which are all indicative of volatile saturation and development of hydrothermal phases. The WIN project covers part of the Hyland and Border intrusive, both are mapped as Hornblende monzonites, the type of intrusion that has the strongest gold association. Tourmaline veins and breccias have been noted in the Tuna mineral occurrences, within and south of the property.

Traditional exploration methods such as mapping, prospecting, and aeromagnetic, regional stream sediment and soil geochemical surveys are all effective. Since mineralization is typically focused in regions at the top of plutons, target areas should include locations where plutons are not exposed. These may be detected by aeromagnetic surveys that may respond to either pyrrhotite-rich hornfels, or low levels of magnetite in the case of the Tombstone suite alkalic intrusions. Summarized and modified from Hart, C.J.R., 2007.

District Geology

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Figure 3: District Geology: Lode Gold's Golden Culvert and WIN projects depicted on the regional geology provided by the Yukon Geological Survey. Note the WIN Project is dominated by the Proterozoic Vampire formation intruded by Cretaceous monzonites. Mineral occurrences from the Yukon database are also shown. The WIN property contains the Hyland and Border Intrusive bodies, these bodies are depicted in the following figures for visual reference. They are the likely source of the mineralization.

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Figure 4:Regional Arsenic in stream sediment anomaly encompasses Lode Gold's Golden Culvert and WIN properties. A characteristic signature of RIRGS. After Hart, C.J.R. and Lewis, L.L., 2006

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Figure 1 shows the regional geological setting with a belt of intrusions (the Selwyn Magmatic province) intruding the Proterozoic-aged Selwyn sedimentary basin. Figure 3 illustrates the district geology with both the Golden Culvert property and the WIN property being hosted in the Vampire Formation, the WIN property covers portions of the Hyland and Border monzonite intrusives. Figure 4 demonstrates the projects that occur in a regional arsenic anomaly a common feature of sub-districts with RIRGS within the Tombstone gold belt. Known mineral occurrences are also shown in Figure 4, with the most advanced being the 3 Aces orogenic gold deposit, 15km to the SSW of the WIN project being explored by Seabridge Gold. Aben Minerals have also identified RIRGS style mineralization 18km to the SSW. The nearest historic mineral occurrence to the WIN project is the Tuna prospect, which consists of several zones of veins and breccias with Quartz, Bi, Tungsten, Molybdenum with tourmaline on the south boundary.

Rock Samples Confirmed RIRGS

On December 13, 2023, Lode Gold announced that it had confirmed a RIRGS style mineralization on its WIN property. Rocks samples returned gold values up to 8.53 g/t. with associated bismuth and tellurium at the border gold zone, shown in Figure 5. The mineralization is hosted in sheeted quartz veins, up to 10 veins per metre. The mineralization is hosted in hornfels. Figure 6 shows a photograph of the sheeted quartz veins and a view of the general topography at the border zone sampling area.

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Figure 5:Rock sampling sites on the WIN Property. Each dot is a separate sample site, dots are coloured and sized based on gold results, Legends are given in the inset. Colour intervals based on natural breaks. Base image is the 2m Digital Elevation Model (DEM). Blue zone are permanent ice sheets. Monzonite intrusions shown as transparent red stipple. The local geology map shown in figure 7 cover the area surrounded by yellow line.

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Figure 6: Photograph of the sheeted vein system left, photograph of the topography in the border area, sheeted veins near photo origin looking SW towards the Hyland Intrusion. Photo on the right from Moynihan, D.P., 2013

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Geology of the Border Gold-Bearing Sheeted Vein Area

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Figure 7: Map of parts of the Hyland and Boundary plutons and their contact aureoles, showing mineral assemblages and isograds. Structural measurements are compiled on the equal area, lower hemisphere stereonet (inset). Grid lines spaced at 1 km intervals; UTM coordinates are NAD 83. Lode Gold rock sample results shown. Map is shown in Figure 5 and coincides with the inset box on that figure.

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The Yukon Geological Survey conducted mapping on the eastern side of the WIN project, see covering the Border Gold Zone, Moynihan, D.P., 2013. Their mapping has been reproduced in Figure 7 with our rock sample gold results overlain. The Hyland and Boundary plutons are hosted by the Latest Proterozoic-Early Cambrian Vampire Formation. The Vampire Formation is dominated by uniform, steel grey to dark grey phyllite that weathers to a rusty brown. The Vampire formation has been altered to hornfels along the contacts with the Hyland and Border monzonite intrusions.

The dominant foliation in the area (Sn) strikes NW/SE, parallel to the orogenic trend, it generally dips NE at 40-70° in the southwest part of the area and dips steeply towards the SW or NE in the northeast part of the area. The sheeted veins located by our field crew appear to be controlled by this Sn structural direction with a similar strike and dip.

Sn is locally overprinted by kink bands that have steeply dipping axial planes. These kink bands post-date development of the contact aureoles and are best developed in low-grade phyllites, which retain a well-defined cleavage. The Hyland pluton-Vampire Fm contact is offset by a number of steeply-dipping, SW-trending normal faults with downthrow to the NW. These faults are sub-parallel to axial planes of the kink bands, and have the same orientation as 1) a number of fine-grained, biotite and amphibole-bearing mafic dikes, and 2) an array of quartz- tourmaline veins that transect the Boundary aureole. Tourmaline is a common accessory mineral to RIRGS sheeted quartz veins and to our knowledge, the NE/SW trending quartz vein array is yet to be sampled.

The Hyland pluton, which was emplaced at 97.1±2.0 Ma (U-Pb monazite age), is elongated in a NW direction and underlies an area of approximately 9×2.5 km. The roof of the pluton is preserved around the topographically highest point near the centre of the intrusion. The southwest boundary of the pluton dips steeply, whereas its northeast and southeast boundaries have gentle to moderately steep outward dips. It is along this moderately dipping NE part of the pluton that our border gold zone is located. The pluton is a multi-phase, biotite quartz monzonite with a megacrystic internal phase and an equigranular outer phase. The contact aureole includes a phyllite outer part and a yellow-weathering, hornfelsic inner part. With increasing proximity to the Hyland pluton, the proportion of chlorite decreases to zero and cordierite, andalusite, and biotite crystals become larger and more abundant. This zonation is approximately 500m wide and parallels the outcropping boundary of the Hyland intrusion. The presence of andalusite suggest a deep emplacement level (circa 9-11 km) for the Hyland intrusion based on geobarometer calculations. Moynihan, D.P., 2013.

An extensive region of Crd+Bt hornfels is also developed in the area to the west of the Boundary pluton. It is notable that here Cordierite (Crd) is dominant and Andalusite is absent. This indicates a shallower emplacement level for the Border pluton which in turn suggests a younger age. The pattern of Crd+Bt hornfels suggests that the Boundary pluton extends underneath this region to the NW paralleling the border. It is here that our Border Zone gold bearing sheeted quartz veins occur. The suggestion is that the Boundary pluton was intruded at a slightly higher level than the Hyland pluton. The absence of andalusite from metapelite in the aureole of the Boundary pluton suggests it was intruded at

It is likely that the Border zone sheeted veins are genetically linked to the Border Pluton in the Cordierite-Biotite-Chlorite-Muscovite-Quartz hornfels that trend paralleling the border, with the higher-grade samples occurring on the edge of the higher temperature Cordierite-Biotite-Muscovite-Quartz hornfels where the Chlorite drops out.

Stream Sediment Sampling

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Figure 8:Stream Sediment sampling sites on the WIN Property. Each dot is a separate sample site, dots are coloured and sized based on gold results, left image 8 (a), and by bismuth right image 8 (b). Legends given in insets. Colour intervals based on natural breaks. Base image is the 2m Digital Elevation Model (DEM). Blue zone are permanent ice sheets. Monzonite intrusions shown as transparent red stipple.

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A series of closed space stream sediment samples were taken on the WIN project with the results depicted in Figure 8a for gold and for bismuth in Figure 8b. There are two strong gold anomalies (>45ppb) in separate streams, one stream eventually drains the Border gold zone, and the other highlights an area mainly hosted in the Hyland Intrusive and its contact aureole near its NE edge. This drainage also has high Bismuth and has never been investigated by soil or rock sampling. The area has been given the name of the Steelhead Prospect (using the naming theme started by the Tuna mineral occurrence.).

The entire Hyland Intrusive is elevated in Bi, As, Sb, W, Pb, Zn. Only Bi is shown. The stronger Bi stream sediment anomalies (>8.4ppm red, purple) need further follow-up due to their strong correlation with gold in the RIRGS model.

Soil Sampling

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Figure 9: Soil Sampling sites on the WIN Property. Each dot is a separate sample site, dots are coloured and sized based on gold results. Legends given in inset. Colour intervals are natural breaks based on entire dataset which includes Golden Culvert, the number of samples in class in brackets. Base image is the 2m Digital Elevation Model (DEM). Blue zones are permanent ice sheets. Monzonite intrusions shown as transparent red stipple.

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Soil sampling on the WIN property have in the past been restricted due to the mountainous topography and the glaciated surfaces that are either rock or transported moraine. A small grid over the border zone contains anomalous samples with a zone of >20ppb gold stretching 300m over 3 lines paralleling the border. The project would be amenable for further sampling.

QMAGT Survey

The RIRGS model makes the observation that aeromagnetic surveys are an effective exploration tool. The QMAGT survey conducted over the WIN property is a relatively new system which utilizes a Super-conducting Quantum interference device (SQUID) magnetometer which measures the full tensor response of the earth's magnetic field. The system is flown beneath the Helicopter in a Dewar filled within a liquid helium super cold bath. The WIN property was flown at a one-hundred-meter line spacing with lines trending NE-SW perpendicular to the geological trend. DIAS, the company that operates the QMAGT system, have provided the following products derived from this survey:

  • Bxx delineates E-W boundaries preferentially (symmetric for vertical magnetisation, antisymmetric for horizontal magnetisation)

  • Byy delineates N-S boundaries preferentially (symmetric for vertical magnetisation, antisymmetric for horizontal magnetisation)

  • Bxy delineates body corners preferentially (anomaly signs depend on magnetisation direction)

  • Bzz delineates steep boundaries preferentially (symmetric for vertical magnetisation, antisymmetric for horizontal magnetisation)

  • Bxz delineates E-W boundaries preferentially (antisymmetric for vertical magnetisation; symmetric for N-S horizontal magnetisation)

  • Byz delineates N-S boundaries preferentially (antisymmetric for vertical magnetisation; symmetric for E-W horizontal magnetisation)

  • I1 highlights deeper and/or large, smoother magnetic sources

  • I2 highlights shallow and/or small, complex magnetic sources

  • THC - Total Horizontal Curvature highlights areas of high curvature in the magnetic field that may be associated as being close to a strong source or a curving geometric feature

  • THG - Total Horizontal Gradient highlights areas of high gradient independent of direction and can be useful in edge detection.

  • Total field ( a cesium magnetometer was also flown along with the SQUID device to give this product)

This product suite was interrogated with the geochemical results discussed above and the known geology to form an interpretation map and future exploration guide.

QMAGT Interpretation

Interpretation of the QMAGT dataset has confirmed its utility in mapping geology and highlighting structure. Figure 10 shows the total magnetic field. The Hyland and Border intrusions stand out as magnetic lows (blue colours) with low gradients (smooth surfaces) as expected for reduced intrusions containing no magnetite. The hornfels zone between the two intrusives is highlighted in the magnetic response and textures. The chlorite out higher temperature hornfels that host the Border Gold zone, can be seen as a magnetic high parallel to the territorial border. The contact hornfels around the Hyland intrusion shows a more subdued magnetic response but have a distinct magnetic texture, some of which appears structurally controlled, with the same NE-SW trend of structures and quartz-tourmaline veins noted in the mapping. Also highlighted is a distinct zone of magnetic highs on the western boundary of the Hyland Monzonite, these require field investigations and a thought to be hornfels similar to those hosting the Border gold zone on the eastern boundary of the Border intrusive.

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Figure 10:Total Field magnetic response colour grid. Mapped extent of the Hyland and Border Monzonite shown in red stipple. The intrusions are expressed as magnetitic lows reflecting their reduced nature, and lack of magnetite. Strong, red magnetic responses interpreted to highlight hornfels (mapped as Cordierite-Biotite Hornfels), grey shaded area less magnetic zone of hornfels, but they exhibit a similar magnetic texture some with clear structural control.

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Figure 11: Bzz vertical tensor component. Left image Figure 11a is gridded colour image of the Bzz, right image Figure 11b same image with structural interpretation overlain with black lines

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Figure 11 depicts the vertical tensor of the magnetic field Bzz, this product and the other direction tensors were used to make a structural interpretation shown in Figure 11b. The generally SW-NW structure picked up in the Border Gold zone mapping appears to be property-wide. The geophysical product that picked up the NW-SE regional S0 structural fabric and the strike direction of the sheeted veins measured in the Border gold Zone was the LI map, said to be best for picking up deeper magnetic sources, shown below in Figure 12. It is probable that these are the structures controlling the sheeted veins and thus can be used to guide further exploration.

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Figure 12:
The LI product Greyscale coloured grid left Figure 12a and interpreted structures on the right Figure 12b. This geophysical product picks up the NW structural fabric that controls the known sheeted gold-bearing quartz veins.

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Future Plans

By combining our historic geochemical data, with geological mapping and the QMAGT products a clear exploration plan for the 2025 field season emerges. The highest priority is the Border Gold zone where we have already identified gold-bearing sheet quartz veins striking NW-SE. This mineralization is hosted in Cordierite-biotite hornfels that parallel the western boundary of the Border monzonite. The mapped outline of these hornfels coincides with a distinct magnetic high that the QMAGT survey demonstrates these rocks continue to the NW and SW past the area of government mapping and Lode Gold sampling. Further rock and soil samples along this trend are a high priority.

Gold mineralization also appears to be associated with the eastern boundary of the Hyland Monzonite, here stream sediment sampling shows anomalous gold and bismuth in streams draining the area. This zone has been named the Steelhead Prospect. Government mapping records SW-NE trending quartz-tourmaline veins in this area and relocating and sampling these and determining the source of the stream geochemical anomaly is a priority.

The QMAGT system mapped a previously unknown zone of hornfels on the western side of the Hyland Pluton, given the geochemical anomalous nature of the intrusion, high in Bi, W, As, Zn, Pb and Mo this western hornfels zone might host RIRGS, the area has not seen any historic exploration focus. Putting field teams out to map and sample this zone is also planned for 2025.

Director and Technical Committee Chair, Jonathan Hill comments, "We are pleased to see a strong confirmation of Reduced Intrusion Related Gold System (RIRGS) at WIN property. With the mapping and geophysical survey data from this work, we can delineate and generate high-potential drilling targets for 2025."

ABOUT LODE GOLD

Lode Gold (TSXV: LOD) is an exploration and development company with projects in highly prospective and safe mining jurisdictions in Canada and the United States.

Our Golden Culvert and WIN Projects in the Yukon, cover 99.5 km2, are situated in the southern portion of the Tombstone Gold Belt. This 1500km long belt is dominated by RRIGS and sediment hosted Gold deposits, including Fort Knox, Brewery Creek, Keno Hill (Silver), Dublin Gulch, Hecla and Snowline's Gold's recent world class, Valley discovery. The company has intersected gold mineralization on the Golden Culvert property, with a best result of 33.1m @ 12.53 g/t from one of our drill holes and has identified a gold bearing sheeted vein system (RRIGS) on the WIN property.

In New Brunswick, within the emerging Appalachian/ Iapetus gold belt, Lode Gold has formed a strategic Joint Venture with Fancamp called Acadian Gold together we form one of the largest land packages in New Brunswick with 420km2 of exploration rights between McIntyre Brook and Riley Brook projects. Jointly focused on the Wapske Formation a geological unit identified to have the best gold potential in particular where there are structures bounding felsic units. With 36km strike of the Wapske formation under control Acadian is a key and leading member of this play.

Our 111 km2, McIntyre Brook Project, is surrounded by Puma Exploration's Williams Brook Project (where their Lynx project has reported 5.55 g/t Au over 50m)1 The first 2 drill holes completed by Lode Gold intersected (one hole intersected 5.73 g/t gold over 2.0 m within a broader low-grade interval averaging 1.20 g/t gold over 20 m), further drilling is warranted. Fancamp's 309 km2 Riley Brook project covers 25 km strike of Wapske formation containing numerous mapped felsic units. Previous exploration efforts were directed at VMS-style mineralization focused on the base metals often not assaying for gold. :– Acadian is the first to focus on gold.

NI 43-101 reports on our New Brunswick and Yukon projects are available on Sedar+ and on our website

The Company is also advancing its Fremont Gold development project in the historic Mother Lode Gold Belt of California where 50,000,000 oz of gold has been produced. Fremont, located 500km north of Equinox Gold's Castle Mountain and Mesquite mines, has a Preliminary Economic Assessment(" PEA") with an after-tax NPV (5%) of USD $217M, a 21% IRR, 11-year LOM, averaging 118,000 Oz per annum at USD $1,750 gold. A sensitivity to the March 31, 2023 PEA at USD $2,000/oz gold gives an after-tax NPV (5%) of USD $370M and a 31% IRR over an 11-year LOM. The project hosts an NI 43-101 resource of 1.16 MOz at 1.90 g/t Au within 19.0 MT Indicated and 2.02 MOz at 2.22 g/t Au within 28.3 MT Inferred. The MRE evaluates only 1.4 km of the 4 km strike length of the Fremont property which features five gold-mineralized zones. Significantly, three step-out holes at depth hit the mineralized structure, typical of orogenic deposits that often occur at depth. Fremont is located on 3,351 acres of 100% owned private land in Mariposa, the original gold rush county, and is 1.5 hours from Fresno, California.

The property has year-round road access and is close to airports and rail. A planned V-TEM airborne geophysical survey to be flown over both properties.

Please refer to the Fremont Gold project NI 43-101 PEA technical report dated March 31, 2023, which is available on the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.lode-gold.com). The PEA technical report has been reviewed and approved by independent "Qualified Persons" Eugene Puritch, P.Eng., FEC, CET, and Andrew Bradfield, P.Eng. both of P&E, and Travis Manning, P.E. of KCA.

QUALIFIED PERSON STATEMENT

The scientific and technical information contained in this press release has been reviewed and approved by Jonathan Victor Hill, Director, BSc (Hons) (Economic Geology - UCT), FAusIMM, and who is a "qualified person" as defined by NI-43-101.

ON BEHALF OF THE COMPANY

Wendy T. Chan, CEO & Director

Information Contact

Winfield Ding
CFO
info@lode-gold.com
+1-416-320-4388

Kevin Shum
Investor Relations
kevin@lode-gold.com
+1 (647) 725-3888 ext. 702

REFERENCES CITED

Hart, C.J.R., 2007, Reduced intrusion-related gold systems, in Goodfellow, W.D., ed., Mineral deposits of Canada: A Synthesis of Major Deposit Types, Dis- trict Metallogeny, the Evolution of Geological Provinces, and Exploration Methods: Geological Association of Canada, Mineral Deposits Division, Special Publication No. 5, p. 95-112.

Moynihan, D.P., 2013. A preliminary assessment of low pressure, amphibolite-facies metamorphism in the upper Hyland River area (NTS 105H), southeast Yukon. In: Yukon Exploration and Geology 2012, K.E. MacFarlane, M.G. Nordling, and P.J. Sack (eds.), Yukon Geological Survey, p. 99-114.

Hart, C.J.R. and Lewis, L.L., 2006. Gold mineralization in the upper Hyland River area: A non- magmatic origin. In: Yukon Exploration and Geology 2005, D.S. Emond, G.D. Bradshaw, L.L. Lewis and L.H. Weston (eds.), Yukon Geological Survey, p. 109-125.

Cautionary Note Related to this News Release and Figures

This news release contains information about adjacent properties on which the Company has no right to explore or mine. Readers are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on the Company's properties.

Cautionary Statement Regarding Forward-Looking Information

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.

This news release includes "forward-looking statements" and "forward-looking information" within the meaning of Canadian securities legislation. All statements included in this news release, other than statements of historical fact, are forward-looking statements including, without limitation, statements with respect to the use of proceeds, advancement and completion of resource calculation, feasibility studies, and exploration plans and targets. Forward-looking statements include predictions, projections and forecasts and are often, but not always, identified by the use of words such as "anticipate", "believe", "plan", "estimate", "expect", "potential", "target", "budget" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions and includes the negatives thereof.

Forward-looking statements are based on a number of assumptions and estimates that, while considered reasonable by management based on the business and markets in which the Company operates, are inherently subject to significant operational, economic, and competitive uncertainties, risks and contingencies. These include assumptions regarding, among other things: the status of community relations and the security situation on site; general business and economic conditions; the availability of additional exploration and mineral project financing; the supply and demand for, inventories of, and the level and volatility of the prices of metals; relationships with strategic partners; the timing and receipt of governmental permits and approvals; the timing and receipt of community and landowner approvals; changes in regulations; political factors; the accuracy of the Company's interpretation of drill results; the geology, grade and continuity of the Company's mineral deposits; the availability of equipment, skilled labour and services needed for the exploration and development of mineral properties; currency fluctuations; and impact of the COVID-19 pandemic.

There can be no assurance that forward-looking statements will prove to be accurate and actual results, and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include a deterioration of security on site or actions by the local community that inhibits access and/or the ability to productively work on site, actual exploration results, interpretation of metallurgical characteristics of the mineralization, changes in project parameters as plans continue to be refined, future metal prices, availability of capital and financing on acceptable terms, general economic, market or business conditions, uninsured risks, regulatory changes, delays or inability to receive required approvals, unknown impact related to potential business disruptions stemming from the COVID-19 outbreak, or another infectious illness, and other exploration or other risks detailed herein and from time to time in the filings made by the Company with securities regulators, including those described under the heading "Risks and Uncertainties" in the Company's most recently filed MD&A. The Company does not undertake to update or revise any forward-looking statements, except in accordance with applicable law.

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Lode Gold Closes $3.5 Million Financing and Strategic Alliance; Ready to Advance Properties in Yukon and New Brunswick

Lode Gold Closes $3.5 Million Financing and Strategic Alliance; Ready to Advance Properties in Yukon and New Brunswick

Lode Gold Resources Inc. (TSXV: LOD) (OTCQB: SBMIF) ("Lode Gold" or the "Company") is pleased to announce it has obtained conditional approval from the TSXV and closed the transaction with Fancamp Exploration Ltd. ("Fancamp") pursuant to the definitive Investment Agreement for $3.5 million investment that the Company announced in its August 27, 2024 news release. $500,000 goes into the Company for subscription of 14,285,714 Special Warrants of the Company, each Special Warrant, at $0.035 per unit, upon completion of the Spin Out, will convert to one common share of Lode Gold and one 5-year Lode Gold share purchase warrant with an exercise price of $0.05 per share. If fully exercised, the warrant subscription proceeds will total an additional $714,286; $3,000,000 goes into the Company's wholly-owned subsidiary Gold Orogen, for 5,423,078 common shares or 19.9% of Gold Orogen. As part of the Investment Agreement, the Company has transferred its interests in the McIntyre Brook Property (111 km2) and Fancamp transferred its interests in the Riley Brook Property (309 km2), both located in New Brunswick, into a 5050 joint venture between Gold Orogen and Fancamp, that is called Acadian Gold Corp. The Company has also transferred its interest in its Golden Culvert and WIN Property to Gold Orogen. Fancamp has become a key shareholder of Lode Gold and a 19.9% shareholder of Gold Orogen.

Details of the transaction were disclosed in the Company's August 27, 2024 news release.

The transaction remains subject to final acceptance of the TSX Venture Exchange. The proceeds from the Special Warrant financing will be used for general and administrative costs, including transaction costs, and on the Company's Fremont property. The Special Warrants and the securities acquired on conversion thereof are subject to a four-month hold period from the closing date under applicable Canadian securities laws.

A copy of the Investment Agreement is available on the Company's profile on SEDAR+ (www.sedarplus.ca).

About Lode Gold

Lode Gold (TSXV: LOD) is an exploration and development company with projects in highly prospective and safe mining jurisdictions in Canada and the United States.

Its Golden Culvert and WIN Projects, Yukon, covering 99.5 km2 across a 27-km strike length, are situated in a district-scale, high-grade-gold-mineralized trend within the southern portion of the Tombstone Gold Belt. Gold deposits and occurrences within the Belt include Fort Knox, Pogo, Brewery Creek and Dublin Gulch, and Snowline Gold. A NI 43-101 technical report entitled "Technical Report on the WIN-Golden Culvert Property for Lode Gold" with an effective date of May 15, 2024 summarizing the work to date on these properties is available on the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.lode-gold.com).

Its McIntyre Brook Project, New Brunswick, covering 111 km2 and a 17-km strike length in the emerging Appalachian/Iapetus Gold Belt, is surrounded by Puma Exploration's Williams Brook Project (5.55 g/t Au over 50m)1 and is hosted by orogenic rocks of similar age and structure as New Found Gold's Queensway Project.

The Company is also advancing its Fremont Gold development project in the historic Mother Lode Gold Belt of California where 50,000,000 oz of gold has been produced. Fremont, located 500km north of Equinox Gold's Castle Mountain and Mesquite mines, has a Preliminary Economic Assessment(" PEA") with an after-tax NPV (5%) of USD $217M, a 21% IRR, 11-year LOM, averaging 118,000 Oz per annum at USD $1,750 gold. A sensitivity to the March 31, 2023 PEA at USD $2,000/oz gold gives an after-tax NPV (5%) of USD $370M and a 31% IRR over an 11-year LOM. The project hosts an NI 43-101 resource of 1.16 MOz at 1.90 g/t Au within 19.0 MT Indicated and 2.02 MOz at 2.22 g/t Au within 28.3 MT Inferred. The MRE evaluates only 1.4 km of the 4 km strike length of the Fremont property which features five gold-mineralized zones. Significantly, three step-out holes at depth hit the mineralized structure, typical of orogenic deposits that often occur at depth. Fremont is located on 3,351 acres of 100% owned private land in Mariposa, the original gold rush county, and is 1.5 hours from Fresno, California. The property has year-round road access and is close to airports and rail.

Please refer to the Fremont Gold project NI 43-101 PEA technical report dated March 31, 2023, which is available on the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.lode-gold.com). The PEA technical report has been reviewed and approved by independent "Qualified Persons" Eugene Puritch, P.Eng., FEC, CET, and Andrew Bradfield, P.Eng. both of P&E, and Travis Manning, P.E. of KCA.

About Fancamp

Fancamp is a growing Canadian mineral exploration company focused on creating value through medium-term growth and monetization opportunities with its strategic interests in high-potential mineral projects, royalty portfolio and mineral properties. The company is focused on an advanced asset play poised for growth and selective monetization with a portfolio of mineral claims across Ontario, Quebec and New Brunswick, Canada, including copper, gold, zinc, titanium, chromium, strategic rare-earth metals and others. The company continues to identify near-term cash-flow-generating opportunities and in parallel aims to advance its investments in strategic mineral properties. Fancamp has investments in an existing iron ore operation in the Quebec-Labrador Trough, a rare earth elements company, NeoTerrex Minerals Inc., a copper-gold exploration company, Platinex Inc., in addition to an investment in a near term cash flow generating zinc mine, EDM Resources Inc. in Nova Scotia. The Company has future monetization opportunities from its Koper Lake transaction in the highly sought-after Ring of Fire in Northern Ontario. Fancamp is developing an energy reduction and titanium waste recycling technology with its advanced titanium extraction strategy. The company is managed by a focused leadership team with decades of mining, exploration and complementary technology experience.

QUALIFIED PERSON STATEMENT

The scientific and technical information contained in this press release has been reviewed and approved by Jonathan Victor Hill, Director, BSc (Hons) (Economic Geology – UCT), FAusIMM, and who is a "qualified person" as defined by NI-43-101.

ON BEHALF OF THE COMPANY

Wendy T. Chan, CEO & Director

Information Contact

Winfield Ding
CFO
info@lode-gold.com
+1-416-320-4388

Kevin Shum
Investor Relations
kevin@jeminicapital.com
+1 (647) 725-3888 ext. 702

Cautionary Note Related to this News Release and Figures

This news release contains information about adjacent properties on which the Company has no right to explore or mine. Readers are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on the Company's properties.

Cautionary Statement Regarding Forward-Looking Information

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.

All statements, trend analysis and other information contained in this press release about anticipated future events or results constitute forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "expect" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions. All statements, other than statements of historical fact, included herein, including, without limitation, statements regarding the anticipated use of proceeds from the Special Warrant financing, additional proceeds from the exercise of the warrants underlying the Special Warrants, and the receipt of final acceptance from the TSX Venture Exchange with respect to the transactions, are forward-looking statements. Although Lode Gold believes that the expectations reflected in such forward-looking statements and/or information are reasonable, undue reliance should not be placed on forward-looking statements since Lode Gold can give no assurance that such expectations will prove to be correct. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements, including the risks, uncertainties and other factors identified in Lode Gold's periodic filings with Canadian securities regulators, and assumptions made with regard to: the ability of Lode Gold to obtain final acceptance from the TSX Venture Exchange with respect to the transactions; that the Company will be able to use the proceeds of the Special Warrant financing as anticipated; and the ability of the Company to continue with its stated business objectives and its ability to obtain required approvals and raise additional capital to proceed. Forward-looking statements are subject to business and economic risks and uncertainties and other factors that could cause actual results of operations to differ materially from those contained in the forward-looking statements. Important factors that could cause actual results to differ materially from expectations include risks associated with the business of Lode Gold and Fancamp; risks related to the Company's ability to obtain final acceptance from the TSX Venture Exchange with respect to the transactions; the risk that the use of proceeds from the Special Warrant financing may differ from management's expectations; and other risk factors as detailed from time to time and additional risks identified in the Companies' filings with Canadian securities regulators on SEDAR+ in Canada (available at www.sedarplus.ca). Forward-looking statements are based on estimates and opinions of management at the date the statements are made. The Company does not undertake any obligation to update forward-looking statements except as required by applicable securities laws. Investors should not place undue reliance on forward-looking statements.

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