Material Acquisition of High-Grade Victorian Gold Projects and Processing Plant

Investor Insight

Goldgroup offers investors a rare opportunity to participate in the rapid buildout of a multi-asset gold producer in Mexico, with near-term production growth at the operating Cerro Prieto mine and the addition of two fully owned, high-impact assets – Pinos and San Francisco – positioning the company for substantial scale, re-rating potential and strong leverage to gold.

Overview

Goldgroup Mining (TSXV:GGA,OTC:GGAZF) is a Canadian gold company building a portfolio of high-quality producing and development assets across Mexico, one of the world’s premier mining jurisdictions. With two 100 percent owned gold projects – Cerro Prieto and Pinos – and the acquisition of 100 percent of the San Francisco mine, Goldgroup is positioned for rapid, disciplined production growth.

The company’s strategy is straightforward: optimize and expand production at its flagship Cerro Prieto mine, advance Pinos toward a production decision, and bring the large-scale San Francisco mine back online. Combined, these projects outline a defined path to more than 100,000 ounces of annual production, with further upside from exploration, resource expansion and future acquisitions.

Goldgroup is guided by an experienced leadership team with deep expertise in building and optimizing mines in Mexico. The company benefits from strong financial support from the Calu Group and founders of Luca Mining, with proven track records of value creation through mine development, operational turnarounds and strategic M&A.

Company Highlights

• Two operating or near-term production gold assets in Mexico, 100-percent-owned and fully permitted.
• Cerro Prieto expansion completed, increasing from ~12,500 oz/year to 30,000+ oz/year during 2026 and beyond, including tailings re-processing.
• Its second asset, Pinos, is a fully permitted high-grade underground development project with historical resources and +90 percent metallurgical recoveries.
• San Francisco acquisition in progress, a past producer capable of ~40,000 oz/year with significant exploration upside.
• Aggressive M&A strategy aimed at fast-tracking Goldgroup into the mid-tier producer category with advanced due diligence nearing completion. .
• Backed by the Calu Group and the founders of Luca Mining, bringing extensive operational and financing expertise in Mexico.

Key Projects

Cerro Prieto Open Pit Gold Mine

Cerro Prieto is Goldgroup’s established producing operation in the Cucurpe mining district of Sonora, Mexico. It’s been in production since 2013 and is augmented by a newly expanded processing capacity that has more than doubled throughput. The mine is the cornerstone of Goldgroup’s near-term growth strategy, with ongoing optimization, a planned tailings re-processing and re-leaching initiative, and multiple drill-ready targets across the property. An updated NI 43-101 resource estimate for the Esperanzas deposit further reinforces the reliability of the mineralized system while underscoring the potential for continued resource growth.

Project Highlights

• Producing open-pit gold mine in Sonora with 120,000+ ounces produced since 2013
• Throughput recently doubled to 4,200+ tons per day (tpd) with installation of a second crushing circuit
• Tailings re-leaching strategy expected to add up to 9,000 oz/year over ~5 years
• Expansion plan targeting 30,000+ ounces of annual production
• Updated NI 43-101 outlines 37,209 oz measured and indicated, and 1,504 oz inferred gold resources
• Multiple exploration targets across the property, including Esperanza, Nueva Esperanza and additional zones all under definition drilling.

Pinos Gold Development Project

Pinos is a fully permitted, advanced-stage underground gold project positioned within the prolific Zacatecas mining belt. The district hosts 29 concessions over 3,816 hectares, with 52 shafts and more than 40 km of underground workings. Goldgroup’s internal roadmap outlines 12,700 oz/year of potential annual production from Pinos in a development scenario.

Project Highlights:

• Multiple high-grade veins historically mined at 30 to 50 g/t gold
• Historical measured and indicated estimate: 86,000 oz gold and 1.3 Moz silver (Candelaria Mining, 2018). Note: Historical resource only; not treated as current NI 43-101
• Metallurgical recovery of +90 percent gold via cyanide leaching and Merrill-Crowe
• Fully permitted for mine construction

Goldgroup plans to launch targeted exploration and resource-definition drilling at Pinos, followed by an updated economic study (PEA or PFS) that will guide a production decision for this fully permitted high-grade project.

San Francisco Open Pit Gold Mine

The San Francisco mine is a past-producing, large-scale open-pit gold operation in Sonora with extensive existing infrastructure and significant resource and exploration upside. Goldgroup has acquired the majority of creditor debt connected to the mine, enabling it to control the restructuring process and advance toward full ownership pending final court approval. With historical production of approximately 1.3 million ounces and strong metallurgical recoveries, San Francisco presents a near-term opportunity for Goldgroup to restore a proven gold mine to production and add meaningful scale to its growth profile.

Project Highlights:

• Large-scale past producer with ~1.3 million ounces of gold produced from 2010 to 2019
• Strong existing infrastructure: grid power, wells, ADR plants, assay lab, haul roads
• High processing capacity of 16,875 tpd via two parallel crushing circuits
• Good metallurgical recoveries ranging from 77 percent to 90 percent
• Multiple new high-grade zones identified behind and below pit walls
• Restart plan underway, including drilling to upgrade resources and update the mine plan

Management Team

Ralph Shearing – Chief Executive Officer

A professional geologist with nearly four decades of experience in mining and exploration, Ralph Shearing founded and led Luca Mining Corp, where he oversaw major development milestones such as the exploration, initial development construction and pre-production of the Tahuehueto gold mine, the acquisition and successful restart of production of the Campo Morado zinc poly-metalic mine in Mexico.

Anthony Balic – Chief Financial Officer & Director

Previously the director of finance for Goldgroup, Anthony Balic has extensive experience in mining finance, including senior roles at Deloitte LLP specializing in assurance and advisory for mining companies. He oversees corporate finance, accounting and capital strategy for Goldgroup.

Corry Silbernagel – Director

Corry Silbernagel is a veteran financial and technical specialist with experience across mining and energy. He is the former CFO of Cabo Drilling and project manager for large-scale initiatives at Suncor and TransAlta. Silbernagel brings expertise in strategic finance, project development and operational oversight.

Blair Jordan – Director

Blair Jordan is managing partner at Restructure Advisors, with deep experience in corporate restructuring, turnaround strategies and investment banking. He held CFO and interim CEO roles in multiple public companies, and is the former managing director at Echelon Wealth Partners.

Roberto Guzman – Director

Roberto Guzman is a finance leader with more than 25 years of experience in Mexico’s financial sector. Jordan holds an advanced degree in finance from Universidad Tecnologica de Mexico and has served as finance manager for numerous public and private Mexican companies.