Loncor Gold Announces Closing of C$267 Million Going Private Transaction

Loncor Gold Inc. (TSX: LN,OTC:LONCF) (OTCQX: LONCF) (FSE: LO5) ("Loncor" or the "Company") today announced the closing of its going private transaction (the "Transaction") in accordance with an Arrangement Agreement (the "Arrangement Agreement") with Chengtun Gold Ontario Inc. (the "Purchaser"), an affiliate of Chengtun Mining Group Co., Ltd., pursuant to which the Purchaser acquired all of the issued and outstanding common shares of the Company at a price of C$1.38 per share (the "Shares").

In connection with the closing of the Transaction, the Shares will be delisted from the TSX and the Frankfurt Stock Exchange and will no longer be quoted on the OTCQX Market of the OTC Markets Group Inc. Further, the Company has applied to cease to be a reporting issuer in each of the applicable jurisdictions in Canada.

For more information on the Transaction, please refer to the Company's Management Information Circular and the appended plan of arrangement, which are available on SEDAR+ (www.sedarplus.ca) under Loncor's issuer profile.

Early Warning

Immediately prior to the completion of the Transaction, the Purchaser held or exercised control or direction over nil securities of the Company.

Following the completion of the Transaction, the Purchaser owns 183,660,846 Shares, representing all of the issued and outstanding Shares. In connection with the closing of the Transaction, each of the directors that were previously on the board of directors of the Company resigned with Mr. Shing Yip Iu being elected as director.

An early warning report containing additional information will be filed by the Purchaser in accordance with applicable securities laws and will be available on SEDAR+ at www.sedarplus.ca or may be obtained directly from the Purchaser upon request at +86 059 2589 1666. The head office of the Company is located at 4120 Yonge St. Suite 304, Toronto, Ontario, M2P 2B8, Canada. The head office of the Purchaser is located at 77 King Street West, Toronto, Ontario, M5K 2A1.

About Loncor Gold Inc.

Loncor is a Canadian gold exploration company focused on the Ngayu Greenstone Gold Belt in the northeast of the Democratic Republic of the Congo. Loncor's growing resource base in the Ngayu Belt is focused on the Imbo Project.

Additional information with respect to Loncor and its projects can be found on Loncor's website at www.loncor.com.

About Chengtun Mining Group Co., Ltd.

Chengtun Mining specializes in developing new energy metal resources. The company's core operations include mining and refining of energy metals and base metals, with strategic focus on copper, cobalt, nickel for new energy batteries. The company has also identified gold and other precious metals as a key strategic business area for future development. Chengtun owns and operates mines in the Democratic Republic of the Congo, most notably the Kalongwe copper-cobalt mine. Chengtun Mining is publicly listed on the Shanghai Stock Exchange under the ticker 600711.

Forward-Looking Statements

This press release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking information") within the meaning of applicable securities laws. Such forward-looking information or statements ("FLS") are provided for the purpose of providing information about management's current expectations and plans relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes. Any such FLS may be identified by words such as "proposed", "expects", "intends", "may", "will", and similar expressions. FLS contained or referred to in this press release includes, but is not limited to, the delisting of the Shares from the TSX and the Frankfurt Stock Exchange, and that the Shares will no longer be quoted on the OTCQX Market of the OTC Markets Group Inc. and the submission of an application to cease to be a reporting issuer in each of the applicable jurisdictions in Canada.

FLS is based on a number of factors and assumptions which have been used to develop such statements and information, but which may prove to be incorrect. Although the Company believes that the expectations reflected in such FLS are reasonable, undue reliance should not be placed on FLS because the Company can give no assurance that such expectations will prove to be correct. Factors that could cause actual results to differ materially from those described in such FLS include, without limitation, the identified risk factors included in the Company's public disclosure, including the annual information form dated March 31, 2025, and information circular prepared in connection with the meeting held to consider the Transaction filed on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov. If any of these risks or uncertainties materialize, or if the assumptions underlying the FLS prove incorrect, actual results or future events might vary materially from those anticipated in the FLS. Although the Company has attempted to identify important risk factors that could cause actual results to differ materially from those contained in FLS, there may be other risk factors not presently known to the Company or that the Company presently believes are not material that could also cause actual results or future events to differ materially from those expressed in such FLS. The FLS in this press release reflect the current expectations, assumptions, judgements and/or beliefs of the Company based on information currently available to the Company and are subject to change without notice.

Any FLS speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any FLS, whether as a result of new information, future events or results or otherwise, except as required under applicable securities laws. The FLS contained in this press release are expressly qualified by this cautionary statement. For more information on the Company, please review the Company's continuous disclosure filings that are available at www.sedarplus.ca.

No securities regulatory authority has either approved or disapproved of the contents of this news release. The TSX accepts no responsibility for the adequacy or accuracy of this release.

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