GCM MINING AND ARIS GOLD COMPLETE BUSINESS COMBINATION TO CREATE ARIS MINING

GCM MINING AND ARIS GOLD COMPLETE BUSINESS COMBINATION TO CREATE ARIS MINING

Ā GCM Mining Corp. (GCM Mining) (TSX: GCM) (OTCQX: TPRFF) and Aris Gold Corporation (Aris Gold) (TSX: ARIS) (OTCQX: ALLXF) have completed the business combination previously announced on July 25, 2022 . The combined entity has been renamed Aris Mining Corporation andĀ operates several high-grade underground mines at its Segovia Operations and the Marmato Mine, which together produced 230,000 ounces of gold in 2021. Aris Mining also owns two advanced development projects, the Marmato Lower Mine expansion and Toroparu Project, and is the operator and 20% shareholder of the Soto Norte joint venture, a large-scale underground project advancing its environmental permitting.

Aris Gold Corporation Logo (CNW Group/Aris Mining Corporation)

Neil Woodyer , CEO of Aris Mining, stated: "Over the past 18 months, our team has completed three transactions that have resulted in the creation of Aris Mining. We have an attractive mix of production, cash flow and near-term growth projects, all of which are supported by sizable mineral reserves or resources and strong financial, technical, and operating teams.Ā  Within Colombia, we are integrating the teams at Segovia and Marmato. The Segovia Operations incorporates an industry-leading artisanal small miner program that has enhanced relations with the local community and improved the environment by eliminating the use of mercury and the discharge of tailings into waterways, and we look forward to expanding these opportunities for both the Marmato and Soto Norte communities. We will continue to strengthen stakeholder engagement to deliver mining projects which promote local development and are aligned to best environmental practices."

The Board of Directors and leadership team of Aris Mining are as follows:

Board of Directors




Executive Team

Ian Telfer

Chair




Neil Woodyer

CEO

Daniela Cambone

Director




Doug Bowlby

EVP and CFO

David Garofalo

Director




Richard Thomas

COO

Serafino Iacono

Director




Tyron Breytenbach

SVP, Capital Markets

Peter Marrone

Director




Pamela De Mark

SVP, Technical Services

Hernan Martinez

Director




John Mussett

SVP, Projects

Attie Roux

Director




Ashley Baker

General Counsel and Corp. Secretary

Neil Woodyer

Director




Robert Eckford

Head of Finance






Meghan Brown

VP, Investor Relations

Aris Mining expects to welcome MĆ³nica de Greiff as a member of the Board of Directors in early October 2022 .

Aris Mining has approximately $352 million of cash, free cash flow generation from the Segovia Operations, and approximately $260 million of additional committed funding from precious metals stream agreements available to fund growth projects 1 . Aris Mining has proven and probable mineral reserves of 3.8 million ounces of gold, measured and indicated mineral resources of 18.3 million ounces of gold, inclusive of mineral reserves, and inferred mineral resources of 7.7 million ounces of gold. See Tables 1, 2, and 3 in the Appendix for details.

A new corporate website has been launched at www.aris-mining.com which contains information on Aris Mining's mines and projects, along with information about the Board of Directors, management team and approach to corporate governance and sustainability.


_______________________________

1

See the Pro Forma Consolidated Financial Information contained in the Joint Management Information Circular dated August 16, 2022

Transaction and Trading Symbol Updates

At closing, GCM Mining was renamed Aris Mining Corporation and Aris Gold amalgamated with 1373945 B .C. Ltd. to form Aris Mining Holdings Corp. (Aris Holdings), which is now a wholly owned subsidiary of Aris Mining.

Aris Mining now has approximately 136.1 million issued and outstanding common shares, inclusive of the new common shares issued to acquire Aris Gold. Aris Mining common shares (Aris Mining Shares) that are listed on the Toronto Stock Exchange (TSX) under the symbol GCM are expected to commence trading on the TSX under the symbol ARIS (CUSIP: 04040Y109) and on the OTCQX under the symbol TPRFF , at the open of markets on Wednesday, September 28, 2022 . Concurrently, the Aris Mining warrants that are listed on the TSX under the symbol GCM.WT.B are expected to commence trading on the TSX under the symbol ARIS.WT.B (CUSIP: 0404Y117).

The Aris Gold common shares (Aris Gold Shares) are expected to be de-listed at the close of markets on Tuesday, September 27, 2022 . Under the terms of the transaction, each Aris Gold shareholder is entitled to receive 0.5 of an Aris Mining Share for each Aris Gold Share held (the Exchange Ratio). Each Aris Gold warrant and option has been adjusted in accordance with the Exchange Ratio to become exercisable for 0.5 of an Aris Mining Shares in lieu of one Aris Gold Share and are exercisable at their original exercise price. Aris Gold Shares deposited in online trading accounts or similar brokerage accounts are expected to update automatically to reflect the conversion to Aris Mining Shares in accordance with the Exchange Ratio, which is expected to generally occur within two weeks of closing.Ā  Aris Gold shareholders who hold physical share certificates or DRS Statements must submit a Letter of Transmittal to the depositary, Odyssey Trust Company, to receive Aris Mining Shares represented by new Aris Mining share certificates or DRS Statements. Additional information regarding the process is available on Aris Mining's website.

Aris Gold warrants that are listed on the TSX under the symbol ARIS.WT are expected to commence trading on the TSX under the symbol ARIS.WT.A (CUSIP: 04040Y133) at the open of markets on Wednesday, September 28, 2022 .

Aris Mining's 6.875% Senior Unsecured Notes due in 2026 will continue to be traded on the Singapore Exchange under the symbol GCM:CN.

Aris Gold's 7.5% Senior Secured Gold-linked Notes due in 2027 that are listed on the NEO Exchange under the symbol ARIS.NT.U are now notes of Aris Holdings and will continue to trade on the NEO Exchange. The notes are expected to commence trading under the new symbol AMNG.NT.U (CUSIP: 04041BAA6), at the open of markets on Wednesday, September 28, 2022 .

Qualified Person

The technical information in this news release was reviewed and approved by Pamela De Mark , P.Geo, Senior Vice President, Technical Services of Aris Mining, who is a Qualified Person as defined by NI 43-101.

About Aris Mining

Aris Mining is a Canadian company led by an executive team with a track record of creating value through building globally relevant mining companies. In Colombia , Aris Mining operates several high-grade underground mines at its Segovia Operations and the Marmato Mine, which together produced 230,000 ounces of gold in 2021. Aris Mining also operates the Soto Norte joint venture, where environmental licensing is advancing to develop a new underground gold, silver and copper mine. In Guyana , Aris Mining is advancing the Toroparu Project, a gold/copper project with expected average gold production of 225,000 per year over the life of mine. Aris Mining plans to pursue acquisition and other growth opportunities to unlock value creation from scale and diversification.

Aris Mining promotes the formalization of small-scale mining as this process enables all miners to operate in a legal, safe and responsible manner that protects them and the environment.

Additional information on Aris Mining can be found at www.aris-mining.com and www.sedar.com .

Forward-looking Information

This news release contains "forward-looking information" or "forward-looking statements" within the meaning of Canadian securities legislation. All statements included herein are forward-looking, other than statements of historical fact, including without limitation statements relating to the benefits to be derived from the business combination, the introduction of the artisanal small miner program to Marmato and Soto Norte, the prospective opportunities as a combined group, the appointment of Ms. de Greiff, the timing of listing and symbol changes, and the exchange of Aris Gold Shares for Aris Mining Shares. Generally, the forward-looking information and forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expected", or "will continue", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.

Forward-looking information and forward-looking statements, while based on management's best estimates and assumptions, are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Aris Mining to be materially different from those expressed or implied by such forward-looking information or forward-looking statements, including the risk factors identified in the Joint Management Information Circular dated August 16, 2022 of GCM Mining and Aris Gold and the documents incorporated by reference therein, which is available on SEDAR at www.sedar.com .

Although Aris Mining has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information and forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information or statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information or statements. The forward-looking statements and forward-looking information are made as of the date hereof and Aris Mining disclaims, except as required by applicable securities laws, any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements or forward-looking information contained herein to reflect future results. Accordingly, readers should not place undue reliance on forward-looking statements and information.

Appendix ā€“ Consolidated mineral reserves and resources

Table 1: Aris Mining proven and probable mineral reserves

Category

Property

Tonnes
(kt)

Gold grade
(g/t)

Silver grade
(g/t)

Contained gold
(koz)

Contained silver
(koz)

Proven

Marmato

802

5.10

22

133

569

Probable

Marmato

18,898

3.10

6

1,888

3,780

Probable

Soto Norte

4,953

6.22

34

990

5,477

Proven

Segovia

204

12.00


79


Probable

Segovia

2,087

9.93


666


Proven and Probable, Total




3,756

9,826




Notes: Mineral reserve estimates were prepared under the supervision, or were reviewed by, Pamela De Mark, P.Geo, Senior Vice President, Technical Services of Aris Mining, who is a Qualified Person as defined by National Instrument NI 43-101. Totals may not add due to rounding. Mineral reserve estimates for Soto Norte represent the portion of mineral reserves attributable to Aris Mining based on its 20% ownership interest. Mineral reserves were estimated using a gold price of USD$1,400 per ounce at Marmato, USD$1,300 per ounce at Soto Norte, and USD$1,650 per ounce at Segovia. The mineral reserve effective dates are March 17, 2020 for Marmato, January 1, 2021 for Soto Norte, and December 31, 2021 for Segovia. See " Technical information and qualified person " below for further information.



Table 2: Aris Mining measured and indicated mineral resources

Category

Property

Tonnes
(Mt)

Gold grade
(g/t)

Silver grade
(g/t)

Contained gold
(koz)

Contained silver
(koz)

Measured

Marmato

2.8

6.20

28

562

2,561

Indicated

Marmato

54.0

3.00

7

5,245

11,285

Indicated

Soto Norte

9.6

5.47

36

1,691

11,065

Measured

Segovia

0.5

14.01


208


Indicated

Segovia

4.1

10.65


1,412


Measured

Toroparu

110.9

1.26


4,479


Indicated

Toroparu

74.1

1.66


3,958


Indicated

Juby

21.3

1.13


733


Measured and Indicated, Total




18,288

24,911




Notes: Mineral resource estimates were prepared under the supervision, or were reviewed by, Pamela De Mark, P.Geo, Senior Vice President, Technical Services of Aris Mining, who is a Qualified Person as defined by National Instrument NI 43-101. Mineral resources are not mineral reserves and do not have demonstrated economic viability. Mineral resource estimates are reported inclusive of mineral reserves. Totals may not add due to rounding. Mineral resource estimates for Soto Norte represent the portion of mineral resources attributable to Aris Mining based on its 20% ownership interest. Mineral resources were estimated using a gold price of USD$1,600 per ounce at Marmato, USD$1,300 per ounce at Soto Norte, USD$1,800 per ounce at Segovia, USD$1,630 at Toroparu, and USD$1,450 per ounce at Juby. The mineral resource effective dates are June 30, 2021 for Marmato, May 22, 2019 for Soto Norte, December 31, 2021 for Segovia, November 1, 2021 for Toroparu, and July 14, 2020 for Juby. See " Technical information and qualified person " below for further information.



Table 3: Aris Mining inferred mineral resources

Category

Property

Tonnes
(Mt)

Gold grade
(g/t)

Silver grade
(g/t)

Contained gold
(koz)

Contained silver
(koz)

Inferred

Marmato

30.8

2.60

3

2,567

3,282

Inferred

Soto Norte

5.5

4.06

26

714

4,551

Inferred

Segovia

5.3

9.91


1,704


Inferred

Toroparu

13.8

2.74


1,213


Inferred

Juby

47.1

0.98


1,488


Inferred, Total





7,686

7,833




Notes: Refer to the Notes in Table 2.



Technical information

Measured and Indicated mineral resources are reported inclusive of mineral reserves. Mineral resources and reserves are as defined by the Canadian Institute of Mining, Metallurgy, and Petroleum's 2014 Definition Standards for Mineral Resources & Mineral Reserves. Mineral resources are not mineral reserves and have no demonstrated economic viability. There are no known legal, political, environmental, or other risks that could materially affect the potential development of the mineral resources.

The mineral resource and reserve estimates were prepared following the Canadian Institute of Mining, Metallurgy, and Petroleum's Estimation of Mineral Resources and Mineral Reserves Best Practice Guidelines. Each of the Qualified Persons responsible for the preparation of the mineral resources have reviewed and verified the drilling, sampling, assaying, and QAQC protocols and results, and are of the opinion that the sample recovery, preparation, analyses, and security protocols are reliable for the mineral resource and reserve estimates.

Technical reports for Marmato, Soto Norte, Segovia, Toroparu, and Juby have been filed with the Canadian securities regulatory authorities and are available for review on Aris Mining's website at www.aris-mining.com .

Scientific and technical information concerning Marmato is summarized, derived, or extracted from the Marmato Technical Report entitled "Revised NI 43-101 Technical Report Pre-Feasibility Study Marmato Project Colombia" dated September 18, 2020 with an effective date of March 17, 2020 . The Marmato Technical Report was prepared by Ben Parsons , MSc, MAusIMM (CP), Eric J. Olin , MSc Metallurgy, MBA, SME-RM, MAusIMM, Fernando Rodrigues , BS Mining, MBA, MAusIMM, MMSAQP, Jeff Osborn , BEng Mining, MMSAQP, Joanna Poeck , BEng Mining, SME-RM, MMSAQP, Fredy Henriquez , MS Eng, SME, ISRM, Breese Burnley, P.E., Cristian A Pereira Farias, SME-RM, David Hoekstra , BS, PE, NCEES, SME-RM, David Bird , PG, SME-RM, Mark Allan Willow , MSc, CEM, SME-RM, and Tommaso Roberto Raponi , P.Eng, each of whom is independent of Aris Mining within the meaning of NI 43-101 and is a "Qualified Person" as such term is defined in NI 43-101.

Scientific and technical information concerning Soto Norte is summarized, derived, or extracted from the Soto Norte Technical Report entitled "NI 43-101 Technical Report Feasibility Study of the Soto Norte Gold Project, Santander, Colombia ", dated March 21, 2022 with an effective date of January 1, 2021 . The Soto Norte Technical Report was prepared by Ben Parsons , MSc, MAusIMM (CP), Chris Bray , BEng, MAusIMM (CP), Dr John Willis PhD, BE (MET), MAusIMM (CP), and Dr Henri Sangam , Ph.D., P.Eng., each of whom is independent of Aris Mining within the meaning of NI 43-101 and is a "Qualified Person" as such term is defined in NI 43-101. The report was also prepared by Robert Anderson , P.Eng., a Qualified Person who is considered non-independent of Aris Mining.

Scientific and technical information concerning Segovia is summarized, derived, or extracted from the Segovia Technical Report entitled "NI 43-101 Technical Report, Prefeasibility Study, Segovia Project, Antioquia, Colombia " dated May 6, 2022 with an effective date of December 31, 2021 . The Segovia Technical Report was prepared by Ben Parsons , MSc, MAusIMM (CP), Eric Olin , MSc, MBA, MAusIMM, SME-RM, Cristian A. Pereira Farias , SME-RM, David Bird , MSc, PG, SME-RM, Fredy Henriques , MS Eng, SME, ISRM, Jeff Osborn , BEng Mining, MMSAQP, Fernando Rodrigues , BS Mining, MBA, MAusIMM, MMSAQP, Giovanny Ortiz , BS Geology, FAusIMM, Joshua Sames, PE, BEng Civil , Mark Allan Willow , MSc, CEM, SME-RM, and Jeff Parshley , P.G., each of whom is independent of Aris Mining within the meaning of NI 43-101 and is a "Qualified Person" as such term is defined in NI 43-101.

Scientific and technical information concerning Toroparu is summarized, derived, or extracted from the Toroparu Technical Report entitled "Revised NI 43-101 Technical Report and Preliminary Economic Assessment for the Toroparu Gold Project, Upper Puruni River Region of Western Guyana " dated February 4, 2022 with an effective date of December 1, 2021 . The Toroparu Technical Report was prepared by Glen Kuntz , P. Geo., Brian Wissent , P.Eng, Daniel Yang , P.Eng, Ben Peacock , P.Eng, Kurt Boyko , P.Eng, Fernando Rodrigues , MMSAQP, and David Willms , P.Eng, each of whom is independent of Aris Mining within the meaning of NI 43-101 and is a "Qualified Person" as such term is defined in NI 43-101. The Preliminary Economic Assessment is preliminary in nature and is based on numerous assumptions and includes inferred mineral resources. The inferred mineral resources are considered too speculative geologically to have economic considerations applied to them that would enable them to be categorized as mineral reserves and there is no certainty that the Preliminary Economic Assessment will be realized.

Scientific and technical information concerning Juby is summarized, derived, or extracted from the Juby Technical Report entitled "Technical Report on the Updated Mineral Resource Estimate for the Juby Gold Project, Tyrrell Township, Shining Tree Area, Ontario " dated October 5, 2020 with an effective date of July 14, 2020 . The Juby Technical Report was prepared by Joe Campbell , B.Sc., P.Geo., Alan Sexton , M.Sc., P.Geo., Duncan Studd , M.Sc., P.Geo. and Allan Armitage , Ph.D., P.Geo., each of whom is independent of Aris Mining within the meaning of NI 43-101 and is a "Qualified Person" as such term is defined in NI 43-101.

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SOURCE Aris Mining Corporation

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Dear Investors,

I am excited to update you on our progress since I took over as CEO less than a year ago, just before Christmas in December 2023. With the support of the board, key shareholders, and the dedicated Lode Gold team, we have raised $6M since March 2024 and completed numerous tasks to reorganize the Company. These efforts have positioned us for future success and growth, and I am grateful for the continued support and confidence you have shown in our vision.

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Focus on Intrinsic Asset Value vs Market Cap: Do some small-cap stocks outperform large-cap investments in the long run?

Clifford Asness, who played a key role in building Goldman Sachs' Global Alpha before founding AQR, and now manages over $33 billion in assets, published a whitepaper that challenged the Efficient Market Theory. It stipulated that value may be factored into price with large-cap companies, but it may not be the case with small-cap stocks1. It states that with small or micro-cap stocks, the Less-Efficient-Market Hypothesis often holds. Why? The market is inherently inefficient due to a fragmented shareholder base and a lack of distribution, awareness and liquidity. As such, if capital is patient, investing in a small-cap stock may result in a higher return on investment in the long run compared to a large-cap stock.

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Near-Term: Gold Orogen spin out to unlock value for shareholders

The company has three key orogenic assets, with proven gold endowment.

To unlock value for shareholders; immediately we are spinning out the Canadian assets into a new company, Gold Orogen. Each Lode Gold shareholder will get shares of Gold Orogen; via a tax-efficient spin-out.

Additionally, a $3M raise has been completed at Gold Orogen, based on a $7.65M pre-money valuation. The current valuation for Lode Gold, the parent company, is at $7M. We are topping up with an additional $1.5M to ensure a $4.5M investment program for 2025 at Gold Orogen; as such both the assets in Yukon and NB will be drilled in the upcoming exploration season in the new year. Post-money, Gold Orogen will be at $12M+.

A gold asset on the Mother Lode Belt with MRE: 1 (M&I) + 2 (Inferred) Moz Au and a 2023 PEA: USD $370M (NPV 5%) will remain in the parent co, Lode Gold. Lode Gold intends to pursue a high grade underground mine opportunity. This project sits on 100% privately owned patented land where the mining license was suspended in 1942 due to the war effort.

Spin Out Unlocks Shareholder Value: Confirmed gold endowment and RIRGS on Tombstone Belt

The spin-out will result in the formation of two pure-play companies, each focused on specific areas of exploration in Canada and the US.

Company 1: Spin Co - Gold Orogen

Asset 1:

  • 27 km strike, 99.5 km2in Yukon, prolific Tombstone Belt (Snowline, 3 Aces, Sitka Gold)
  • Total of four Reduced Intrusive Targets (RIRGS)

Asset 2:

  • New Brunswick: Created one of the largest land packages (420 km2)
  • Geological analogue to New Found Gold, Galway, Calibre Mining and Puma-Kinross
  • Confirmed gold endowment

Company 2: Parent - Lode Gold

Lode Gold is the first company to evaluate this project from an underground perspective.

  • Brownfield, previously mined at 8 g/t in the 1940's.
  • 4 km strike on the 190 km mineralized Mother Lode Belt: 50,000,000 oz produced
  • 100% owned private and patented land: 3,351 acres, Mariposa County
  • California: 700 permitted mines; 14 gold
  • Mine suspended in 1942 due to gold prohibition in WWII
  • Target: 2 Moz underground 5 g/t Au
  • Typical Orogenic Deposit with Structural Controls
  • 3 Step-Out Holes hit structure (up to 1,200 m)
  • 2 nearby mines were up to 1,800 m deep at 13 g/t
  • 43,000 m drilled with 23 km of underground workings
  • 11% of the veins (2 of 7 deposits) exploited; mostly in the first 250 m
  • 2023 MRE: 1 Moz (M&I) + 2 Moz (Inferred)
  • 2023 PEA at USD $2,000/oz Au: After-tax NPV (5%) USD $370M, 31% IRR, 11 years LOM
  • Close to road, rail, power, water

Milestones Achieved in 2024:

1. Executed Spin Out Plan

  • Received conditional acceptance from the TSXV for the spinout transaction

2. Improved Capital Structure

  • Lode Gold added two additional key institutional and strategic shareholders
  • For $3M, a 19.9% strategic joint venture partner with strong technical expertise, was added to the new Spin Co
  • Tight share structure: 10:1 consolidation. About 40.000,000 shares outstanding for both companies

3. Cleaned Up Balance Sheet

  • Converted a secured debt holder to be the second-largest shareholder
  • Repaid shareholder working capital loan
  • Resolved a legacy lawsuit and eliminated a $1.6M liability

4. Enhanced Value of Assets in Yukon, New Brunswick and California

  • New Brunswick:
    • Created one of the largest land packages in the province, potentially a district play
    • Completed comprehensive geophysics and soil sampling to define drill targets
  • Yukon:
    • Identified four RIRGS targets for exploration work in 2025
    • Confirmed RIRGS at WIN; high bismuth : gold ratio, gold-bearing sheeted quartz veins, hosted in hornfels
  • California:
    • The first to review the project from an underground perspective
    • Completed Geological Model: 11% of the veins exploited, in 2 out of 7 deposits. Most extraction in the first 250 m. 3 step-out holes at depth, mineralized and hit structure, a typical orogenic deposit
    • Commissioned NI 43-101 to update the 2023 MRE

5. Strengthening the Lode Gold Team

  • Enhanced bench strength by adding key personnel to the technical and marketing teams, visit our website to view their full bios (lode-gold.com)
  • Addition of Martin Stratte, Lode Gold's former Director of the Board, to our Advisory Team. He was previously on the permitting team at Castle Mountain, Equinox Gold (2018-2021). The project was acquired for $200 million in 2018, and it was permitted in 2021

Upcoming Catalysts in 2025

  • Spin Co: Shareholders get shares of a new company
  • Drilling to investigate 4 RIRGS reduced intrusive targets in Yukon Tombstone Belt, 200 km from Snowline
  • Drilling in New Brunswick assets upon systematic exploration: geophysics, soil sampling, mapping, geochemistry
  • California: Revised NI 43-101 Mineral Resource Estimate (updating 2023 MRE and investigating high grade underground potential)
  • California: Evaluate reactivating a previous mine, where the license was suspended during WWII

Invest in One Company, Get Shares of Two Companies: Optionality on three key assets

Investing in Lode Gold presents an exciting opportunity for shareholders to benefit from an advanced gold exploration project and a forthcoming spinoff with two high-value assets. This strategic move is aimed at unlocking maximum value for investors, who will gain exposure to three highly prospective gold assets through shares in two separate companies.

Wishing you a season filled with joy and prosperity.

Yours truly,

Wendy T. Chan. CEO & Director

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.

In Canada, 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. A total of four RIRGS targets have been confirmed on the property. A NI 43-101 technical report has been completed in May 2024.

In New Brunswick, Lode Gold has created one of the largest land packages with its Acadian Gold JV Co; consisting of an area that spans 420 km2 and a 42 km strike. McIntyre Brook covers 111 km2 and a 17-km strike in the emerging Appalachian/Iapetus Gold Belt; it is hosted by orogenic rocks of similar age and structure as New Found Gold's Queensway Project. Riley Brook is a 309 km2 package covering a 25 km strike of Wapske formation with its numerous felsic units. A NI 43-101 technical report has been completed in August 2024.

In the United States, the Company is advancing its Fremont Gold project. This is a brownfield project with over 43,000 m drilled and 23 km of underground workings. It was previously mined at 8 g/t Au in the 1940's.

Mining was halted in 1942 due the gold prohibition in WWII just as it was ramping up production. Unlike typical brownfield projects that are mined out; only 11% of the veins - in 2 out of 7 deposits have been exploited. The Company is the first owner to investigate an underground high grade mine potential at Fremont.

The project is located on 3,351 acres of private and patented land in Mariposa County. The asset is a 4 km strike on the prolific 190 km Mother Lode Gold Belt, California that produced over 50,000,000 oz of gold and is instrumental in the creation of the towns, the businesses and infrastructure in the 1800s gold rush. It is 1.5 hours from Fresno, California. The property has year-round road access and is close to airports and rail.

Previously, in March 2023 the company completed an NI 43 101 Preliminary Economic Assessment ("PEA"). Project Valuation has an after-tax NPV (5%) of USD $370M at $2000 2 /oz gold, IRR 31% and an 11-year LOM, averaging 118,000 oz per year. At $1,750 /oz gold, NPV (5%) is $217M. 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 of Fremont property. Three step-out holes at depth (up to 1200 m) hit structure and were mineralized.

All NI 43-101 technical reports are available on the Company's profile on SEDAR+ (www.sedarplus.ca) and the Company's website (www.lode-gold.com).

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
+1-416-915-4257

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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Not for distribution to United States newswire services or for dissemination in the United States.

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Not for distribution to United States newswire services or for dissemination in the United States.

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(TheNewswire)

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