February 27, 2026 – Lode Gold Resources Inc (TSX-V: LOD | LODFF: OTCQB) (the “Company” or “Lode Gold”)Lode Gold is pleased to announce subsidiary company 1475039 B.C. Ltd: i) closed its Plan of Arrangement and Reverse-Take-Over (“RTO”) transactions with the Company and Great Republic Mining (CSE:GRM) on February 26, 2026 (the “Effective Date”) and ii) today received final approval from the Canadian Securities Exchange (the “CSE”) for listing on the CSE as Gold Orogen Resources (“Gold Orogen”), the Resulting Issuer of the RTO. Trading of Gold Orogen’s common shares on the CSE will commence on Monday March 2, 2026, under the ticker symbol “OROG”.
“We are pleased to have the RTO completed, creating two separate public companies with their specific trajectories for growth and value creation for shareholders. The strategy to unlock value is now actively being executed at both companies. Gold Orogen has two highly prospective exploration assets, pre-discovery, for the best optionality for investors. Lode Gold has an advanced stage exploration/early-stage development project that are being rapidly advance to PFS Spring 2027”, said Wendy T. Chan, CEO and Director.
Previously, in March 2023 the company completed an NI 43-101 Preliminary Economic Assessment (“PEA”) on the Fremont Gold Mine. Project valuation has an after-tax NPV (5%) of USD $554M at $2,300/oz gold, IRR 42% and an 11-year LOM, averaging 118,000 oz per year. At $1,750 /oz gold, NPV (5%) is $217M. The PEA was done using a 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[1]. 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).
Additionally, Dingman, a non-core asset of Lode Gold is getting primed for a near-term transaction.
Dingman Property is an orogenic deposit in Ontario, Canada with over 22,000 m drilled, and a 2013 PEA which confirms it is economic at USD$1800 per oz Au. MRE (link to report) : 376,000 oz (M&I) and 47,000 oz (Inferred).
Dingman is actively evaluating M&A or JV partnerships opportunities in the upcoming months.
The company has launched a program to develop a geological model; evaluating the project from a underground perspective, pursuing high grade ore shoots. The work will be completed shortly.
Gold Orogen will be initiating drill programs for both its New Brunswick and Yukon projects in 2026.
The details of each of the programs are being finalized shortly.
In Yukon, we have four high priority drill targets; three of which are reduced intrusive (RIRGS) targets, one is a sedimentary hosted orogenic target. This target was identified with the help of VRIFY’s AI, consisting of stacked veins (if any details add here).
In New Brunswick, we have confirmed gold mineralized rhyolites and the same geology as what Kinross-Puma has. We have recently completed first phase of drilling and is awaiting assay results.
NO ACTION REQUIRED BY LODE GOLD SHAREHOLDERS TO RECEIVE SHARES IN GOLD OROGEN
All Lode Gold shareholders of record on the Effective Date will automatically receive a distribution of Gold Orogen shares, based on the ratio of 0.5739 OROG share for every one Lode Gold share held on the Effective Date. No action is required by Lode Gold shareholders to receive their OROG shares distributions, which have been processed by the Company’s transfer agent for immediate delivery. The specific timing of OROG shares receipt by individual shareholders may vary, as will be influenced by how their Lode Gode shares were previously registered and the protocols of any intermediaries involved administering their individual investment accounts.
About Lode Gold
Lode Gold has key assets in Canada and United States.
The Fremont Gold Mine project (Fremont Gold Mining LLC) is a brownfield project in Mariposa, California with 43,000 m drilled, 10,000 channel samples, 14 adits and 2 shafts. Mining halted in 1942 due to a gold mining prohibition during WW II. It was mined at 10.7 g/t when price was gold was $35 per oz. PEA was completed (link) in 2023. The PEA was based on 1M oz (M&I) and 2M (Inferred). MRE (link) was updated in 2025; 92% of the ounces were left unmined. Average true widths at 1g/t cut off is 53m. Project sits on > 3,000 acres of 100% owned private and patented land which is designated as OZ, Trump Administration Opportunity Zone (Special Tax Incentives).
Dingman Property is an orogenic deposit in Ontario, Canada with over 22,000 m drilled, and a 2013 PEA, MRE (link to report) : 376,000 oz (M&I) and 47,000 oz (Inferred).
About Gold Orogen
Former Lode Gold subsidiary 1475039 B.C. Ltd. – now Gold Orogen – is an early-stage exploration pure play with quality assets in the Yukon and New Brunswick, Canada. Optionality exists as assets are diversified on two mineral belts that are known to have prolific gold endowment.
The New Brunswick assets, McIntyre Brook and Riley Brook, sit on a highly prospective belt that has seen many exciting discoveries including Dalradian, New Found Gold and Calibre Mining. Kinross- Puma surrounds McIntyre Brook. As part of the formation of Gold Orogen, a 19.9% strategic partner was brought in and a joint venture was formed with each party contributing properties to create one of the largest land packages in New Brunswick with mineral rights spanning 445 square km.
In the Yukon, Golden Culvert/WIN sits on the southern end of the Tombstone Belt which in recent years has seen extensive exploration success. It has Reduced Intrusion-Related Gold Systems (“RIRGS”) targets and sedimentary hosted orogenic mineralization. Over 4,500 m has been drilled with 50 gram/m intercepts.
Qualified person
The technical information contained in this press release was reviewed and approved by Gary Wong, P.Eng., Vice President Exploration of Lode Gold, designated as a Qualified Person under National Instrument 43-101.
ON BEHALF OF THE COMPANY
Wendy T. Chan
CEO & Director
info@lode-gold.com
+1(604) 977-GOLD (4653)
Kevin Shum
Investor Relations
kevin@lode-gold.com
+1 (604) 977-GOLD (4653)
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 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: 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; and currency fluctuations.
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, business disruptions, 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.
[1] Composite cut-off of 0.25 g/t for oxide, 0.45 g/t for open pit mineralization and 1.45 g/t for underground mineralization (2023 PEA)
