Mr. Simon Benstead reports

LAKE VICTORIA GOLD ANNOUNCES CLOSING OF FIRST TRANCHE OF CONVERTIBLE DEBENTURE FINANCING AND ISSUANCE OF INTEREST SHARES ON PRIOR DEBENTURES

Lake Victoria Gold Ltd. has closed the first tranche of its non-brokered private placement announced on April 1, 2026, as amended on April 28, 2026, of unsecured convertible debentures for gross proceeds to the company of $3,534,200. The company intends to close a subsequent tranche of the private placement to raise aggregate gross proceeds, together with the first tranche, of up to $3.8-million.

Each debenture bears interest at 5 per cent per annum payable semi-annually in cash. Each debenture matures 36 months from the date of issuance. The debentures will constitute unsecured obligations of the company, ranking pari passu with all other unsecured indebtedness and subordinate to any present or future secured debt obligations of the company.

The outstanding principal amount of each debenture is convertible, at the option of the holder, at any time prior to the maturity date, into common shares of the company at a conversion price of 30 cents per share, subject to customary adjustments.

In connection with the debentures, investors in the first tranche were also issued warrants to purchase 5,890,324 common shares of the company, being the number of shares equal to 50 per cent of the number of shares issuable upon conversion of the debentures, exercisable at 40 cents per share for a period of 36 months.

The company intends to use the proceeds from the private placement to advance continuing engineering, mine planning, infrastructure preparation and development activities at the Imwelo gold project while also supporting near-term initiatives at the Tembo project and general corporate purposes.

Marc Cernovitch, chief executive officer of Lake Victoria Gold, commented: "This financing provides additional flexibility as we continue advancing Imwelo toward development. We are pleased to see continued support from existing long-term shareholders and strategic investors as we execute on key engineering, financing and operational workstreams. With Imwelo fully permitted and development activities continuing to advance, we believe the company remains well positioned for the next phase of growth."

All securities issued pursuant to the private placement will be subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable Canadian securities laws. A cash finder's fee of $3,720 was paid to an arm's-length finder in connection with the first tranche of the private placement. The private placement is subject to the final approval of the TSX Venture Exchange.

Interest shares on prior debentures

The company also announces that the company proposes to issue a total of 83,960 common shares in the capital of the company at a price of 31 cents per interest share in payment of $26,027.51 in interest payable on the debentures issued on July 26, 2024, and Aug. 8, 2024. For more information regarding the 2024 debentures, see the company's press releases dated July 15, 2024, July 26, 2024, Aug. 8, 2024, and April 28, 2026. The issuance of the interest shares is subject to the final approval of the exchange.

Three insiders of the company participated in the original 2024 debenture financing for aggregate cash consideration to the company of $112,000, which, together with the issuance of 11,631 interest shares to such insiders, constitute a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. Such insider participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(b) and 5.7(1)(a) of MI 61-101, as the company is not listed on any of the exchanges or markets outlined in Subsection 5.5(b) of MI 61-101, and the fair market value of the securities distributed to the insiders will not exceed 25 per cent of the company's market capitalization.

The interest shares will be subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable Canadian securities laws.

About Lake Victoria Gold Ltd.

Lake Victoria Gold is a rapidly growing gold exploration and development company listed on the TSX-V under the symbol LVG. Leveraging its unique position and experience, the company is principally focused on growth and consolidation in the highly prolific and prospective Lake Victoria goldfield in Tanzania.

The company has a 100-per-cent interest in the Tembo project, which has over 50,000 metres of drilling and is located adjacent to Barrick's Bulyanhulu mine. The company also holds a 100-per-cent interest in the Imwelo project, which is a fully permitted gold project west of AngloGold Ashanti's Geita gold mine. With historical resource estimates and a 2021 prefeasibility study, the project is fully permitted for mine construction and production, positioning it as a near-term development opportunity.

Lake Victoria Gold has assembled a highly experienced team with a record of developing, financing and operating mining projects in Africa with management, directors and partners owning more than 60 per cent of the shares. Notably, the company is grateful for the validation that comes with the support and equity investment from Barrick and recent strategic partnership with Taifa Group.

Taifa Group (a diverse group of companies with interests in, amongst others, mining, telecoms, oil and gas, agribusiness, pharmaceuticals, and leather) has entered into an agreement with the company to obtain an equity stake in the company and through its wholly owned subsidiary, Taifa Mining (a wholly Tanzanian-owned company) or other nominees. Taifa Mining will also conduct all the contract mining and civil works for the Imwelo project. Taifa Mining is Tanzania's largest mining contractor with over 30 years of mining-related experience. Taifa has been the contractor of choice to most mines in Tanzania and has maintained long and successful relationships with companies such as Petra, De Beers, Barrick and AngloGold Ashanti. In addition, Taifa also owns the largest fleet of mining equipment in Tanzania. As a company, Taifa is committed to adopting and adhering to the latest internationally recognized standards throughout all aspects of its business.

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