Subject: Press Release/News Attached for Distribution on Stockwatch.com
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File: Attachment 261027 Initial News Release v3 final.pdf
ST. JAMES GOLD CORP. (CSE: LORD) ANNOUNCES PROPOSED SHARE
CONSOLIDATION
Vancouver, British Columbia, October 27, 2026 - St. James Gold Corp. (the "Company" or "St. James")
(CSE: LORD) (OTCQB: LRDJF) (FSE: BVU3) announces that its board of directors has approved a
consolidation of the Company's issued and outstanding common shares on the basis of five (5) pre-
consolidation common shares for one (1) post-consolidation common share (the "Consolidation").
The board of directors believes that the Consolidation will improve the Company's capital structure and
better position the Company to attract investment and pursue future financing opportunities.
The Company currently has 39,535,628 common shares issued and outstanding and, if completed, the
proposed Consolidation would reduce the number of issued and outstanding common shares to
approximately 7,907,126, subject to adjustment for rounding. No fractional shares will be issued in
connection with the Consolidation. Instead, any fractional share interest resulting from the Consolidation
will be rounded down to the nearest whole share if the fraction is less than one-half and rounded up to the
nearest whole share if the fraction is equal to or greater than one-half, and no cash consideration will be
paid in respect of fractional shares. The exercise or conversion price and the number of common shares
issuable under the Company's outstanding stock options, warrants and other convertible securities will be
proportionately adjusted in accordance with their respective terms.
Completion of the Consolidation is subject to acceptance by the Canadian Securities Exchange (the "CSE").
Pursuant to the Company's Articles, the Consolidation has been approved by the Company's board of
directors and does not require the approval of the shareholders. The Company will not be changing its name
or trading symbol in connection with the Consolidation.
Following the filing of all necessary documentation with the CSE in respect of the proposed Consolidation,
the Company will issue a news release announcing the effective date of the proposed Consolidation, the
new CUSIP and ISIN for the post-Consolidation common shares, and all other relevant details regarding
the proposed Consolidation.
About St. James Gold Corp.
St. James Gold Corp. is a publicly traded company listed on the Canadian Securities Exchange under the
trading symbol "LORD", in the U.S. Market listed on OTCQB under "LRDJF" and on the Frankfurt Stock
Exchange under "BVU3". The Company is focused on creating shareholder value through the discovery
and development of economic mineral deposits by acquiring prospective exploration projects with well-
delineated geological theories; integrating all available geological, geochemical, and geophysical datasets;
and financing efficient exploration programs. The Company currently holds: (i) a 100-per-cent stake in 29
claims, covering 1,791 acres, in the Gander gold district in north-central Newfoundland located adjacent to
New Found Gold Corp.'s Queensway North project; and (ii) a 100-per-cent stake in 9 claims and an option
to acquire a further 100-per-cent interest in 19 claims, covering a total 1,730 acres, in central Newfoundland.
For more corporate information please visit: http://stjamesgold.com/
This release has been reviewed and approved by Logan Anderson, CFO.
St. James Gold Corp.
For further information, please contact:
Logan Anderson, Chief Financial Officer
Tel: 1 (800) 278-2152
Email: info@stjamesgold.com
Forward Looking Statements
This news release contains forward-looking statements and forward-looking information within the
meaning of Canadian securities laws (collectively, "forward-looking statements"). All statements that are
not historical facts, including, without limitation, statements regarding the Consolidation, the anticipated
number of post-Consolidation common shares, the timing of the Consolidation, receipt of CSE acceptance,
and the anticipated benefits of the Consolidation, are forward-looking statements. Often, but not always,
forward-looking statements can be identified through the use of words or phrases such as "may", "could",
"would", "should", "proposed", "will likely result", "are expected to", "expects", "will continue", "is
anticipated", "anticipates", "believes", "estimated", "intends", "plans", "forecast", "projection", "strategy",
"objective" and "outlook". Forward-looking statements contained in this news release are made based on
reasonable estimates and assumptions made by management of the Company at the relevant time in light
of its experience and perception of historical trends, current conditions and expected future developments,
as well as other factors that are believed to be appropriate and reasonable in the circumstances, including,
without limitation, assumptions that the CSE will accept the Consolidation in a timely manner, that all
necessary filings will be completed without delay, and that there will be no material adverse change in
market conditions. Forward-looking statements contained in this news release are made as of the date of
this news release and the Company disclaims any intention or obligation to update or revise any such
forward-looking statements, whether as a result of new information, future events or otherwise, except as
required by law. There can be no assurance that forward-looking statements will prove to be accurate, as
actual results and future events could differ materially from those anticipated in such statements.
Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements.
Forward-looking statements involve known and unknown risks, uncertainties and other factors, many of
which are beyond the Company's control, which could cause actual results, performance, achievements and
events to differ materially from those that are disclosed in or implied by such forward-looking statements.
Such risks and uncertainties include, but are not limited to, the risk that the CSE does not accept the
Consolidation, delays in completing the Consolidation, the risk that the Consolidation does not achieve its
intended benefits, the risk that the market price of the post-Consolidation common shares does not reflect
the Consolidation ratio, the risk of reduced liquidity of the common shares following the Consolidation,
market conditions, and other factors outlined in the Company's continuous disclosure documents filed
under the Company's profile on SEDAR+ at www.sedarplus.ca. The Company cautions that the list of risk
factors and uncertainties described in its continuous disclosure documents is not exhaustive and other
factors could materially affect its results.
New factors emerge from time to time, and it is not possible for the Company to consider all of them, or
assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause
results to differ materially from those contained in any forward-looking statement. Any forward-looking
statements contained in this news release are expressly qualified in their entirety by this cautionary
statement.
THE CANADIAN SECURITIES EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT
RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
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