Ms. Wendy Chan reports
LODE GOLD FURTHER UPSIZES PRIVATE PLACEMENT TO $9.872 MILLION AND CLOSES FINAL TRANCHE
Further to the news releases of July 13, July 22 and July 28, 2026, Lode Gold Resources Inc.'s non-brokered private placement financing has been further upsized to $9,782,000 due to additional participation interest from both new and existing investors.
The company has concurrently closed the second and third (final) tranches of the offering, issuing 3,488,261 and 2,648,997 units, raising additional gross proceeds of $941,830 and $715,229, respectively, at a price of 27 cents per unit. The company raised total aggregate proceeds of $9,715,229 from all three tranches with the issuance of 35,982,331 units.
Each unit is composed of one common share and one common share purchase warrant. Each warrant shall entitle the holder to purchase one additional share at an exercise price of 45 cents for a period of 36 months following the date of issuance. The company may accelerate the expiry date of the warrants, with 30 days notice, if the shares have a minimum closing price of 80 cents for a period of 10 consecutive trading days.
Senior officers of Lode Gold, as insiders, subscribed for a total of 237,037 units of the final tranche of the offering for gross proceeds of $64,000. The company has relied on the exemptions from the valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 contained in sections 5.5(a) and 5.7(a) of Multilateral Instrument 61-101 in respect of such insider participation.
All securities issued pursuant to this offering are subject to a statutory hold period of four months and one day in accordance with applicable securities laws. The completion of the offering remains subject to the final acceptance of the TSX Venture Exchange.
Proceeds from the offering will be used to advance technical work at the Fremont gold mine, to strengthen the balance sheet, for partial debt repayment and to provide general working capital. Specifically relating to Fremont, the focus of technical work will include the coming drill program in support of a preliminary feasibility study; metallurgical, geotechnical and rock mechanic studies; and engineering. An initial mine plan will be developed to initiate environmental and permitting work later this year.
Marketing agreement
Lode Gold has entered into a marketing consulting service agreement with Spark Newswire Inc. to provide investor relations, marketing and promotional services to the company.
Spark, based in Vancouver, B.C., is a capital market advisory and communications firm that provides marketing consulting and investor awareness services to publicly traded companies. Under the agreement, Spark will assist Lode Gold with increasing market awareness, communicating the company's publicly disclosed developments, engaging with existing and prospective investors, and supporting the company's broader market, brand and communications strategy. The agreement has an initial term of eight months commencing on Aug. 1, 2026. In consideration for the services to be provided, the company will pay Spark an aggregate cash fee of $75,000 (U.S.) during the term of the agreement.
The company has also agreed to grant Spark 625,000 stock options, with each option exercisable to acquire one common share of the company at an exercise price of 60 cents per common share for a period of one year from the date of grant. The options will be granted in accordance with the company's stock option plan and remain subject to the approval of the TSX Venture Exchange.
Spark and Lode Gold are arm's-length parties. Other than the options described above, to the knowledge of the company, Spark and its principals do not currently own, directly or indirectly, any securities of Lode Gold. The agreement remains subject to the approval of the TSX Venture Exchange, where applicable.
The company also announces that it has engaged Spark Newswire to manage digital marketing and investor awareness services in connection with an investor awareness campaign. The engagement is for an initial term of eight months commencing on Aug. 1, 2026. Spark's services include the drafting and distribution of marketing materials and news releases, e-mail and newsletter distribution, social media and on-line campaigns, the creation of investment thesis content, and general capital market advisory and strategy services, with the objective of increasing market awareness of the company among existing and prospective investors.
Spark will manage an aggregate $75,000 (U.S.) media program over the eight-month term. As consideration for the services, Spark will receive incentive stock options with an exercise strike price of 60 cents. Spark deals at arm's length with the company, and, at the time of the agreement, neither Spark nor its principals hold, directly or indirectly, any securities of the company. Spark and its principals are responsible for ensuring that all activities undertaken on the company's behalf comply with applicable securities laws and the policies of the TSX Venture Exchange.
About Lode Gold Resources Inc.
Lode Gold has key assets in Canada and the United States.
The Fremont gold mine project
(Fremont Gold Mining LLC) is a brownfield project in Mariposa, Calif., with 43,000 metres drilled, 10,000 underground channel samples, 14 adits and two shafts. Mining halted in 1942 due to the gold mining prohibition during the Second World War. It was mined at 10.7 grams per tonne when price of gold was $35 per ounce. A preliminary economic assessment was completed in 2023. The PEA was based on 1.16 million ounces at 1.90 g/t Au within 19.0 million tonnes indicated, and 2.02 Moz at 2.22 g/t Au within 28 Mt inferred with a composite cut-off. A mineral resource estimate was updated in 2026. Eighty-nine per cent of the ounces were left unmined if the company compares historical production with its current indicated resource. Average true widths at one g/t cut-off is 53 metres. The project sits on greater than 3,000 acres of 100-per-cent-owned private and patented land, which is designated as OZ, Trump administration opportunity zone (special tax incentives).
The
Dingman property
is an orogenic deposit in Ontario, Canada, with over 22,000 m drilled, with a 2013 PEA and an MRE: 376,000 oz at 0.94 g/t within 12.5 Mt measured and indicated and 47,000 oz at 0.71 g/t within 2.1 Mt inferred.
Qualified person
The technical information contained in this press release was reviewed and approved by
Gary Wong, PEng, vice-president, exploration, of Lode Gold, designated as a qualified person under National Instrument 43-101.
We seek Safe Harbor.
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