(via TheNewswire)

July 9, 2026 – TheNewswire - Gold Orogen Resources Corp (CSE:OROG) (the “Company” or “Gold Orogen”) is pleased to announce the resolution of a contractual dispute between its wholly owned subsidiary Gold Orogen Exploration Corp., formerly 1475039 B.C. Ltd. (“OROGEX”) announced on February 13, 2026. A Notice of Claim (the “Claim”) was previously filed by a business partner against OROGEX, when it was a subsidiary of Lode Gold Resources Inc. (“Lode Gold”) and Lode Gold. The dispute had arisen prior to the closing on February 26, 2026 of the Company’s acquisition of OROGEX via a Plan of Arrangement and Reverse Takeover. A settlement agreement has been entered into between the parties (the “Settlement”), whereby the Claim is being formally withdrawn and customary mutual releases provided between the parties relating to Claim matters.

Under the terms of the Settlement, Lode Gold and the Company’s business partner, will each invest $200,000 into Gold Orogen for an aggregate of $400,000 for 5,000,000 Units (“Units” or “Unit”) at $0.08 per Unit, subject to the approval and acceptance by the TSX Venture and Canadian Securities Exchanges, to bolster Gold Orogen’s cash reserves. Each Unit would consist of one common share (“Share”) and one common share purchase warrant (“Warrant”) at an exercise price of $0.10 for one additional Share for a period of 36 months from issue date, with the Warrant being subject to acceleration at the Company’s discretion, upon 30 days notice, if the Company’s Shares traded at a price of $0.25 or higher for a minimum period of 10 consecutive trading days.

Other key terms of the Settlement includes the transfer of 15% of the Company’s interest in the Acadian joint venture (“Acadian”) to Goldera Exploration Ltd. (“Goldera”), an affiliate of Fancamp Exploration Ltd (“Fancamp”), co-owner and operator of Acadian and ii) payment of $93,261 (“Payment Amount”) to or as directed by Fancamp on or before October 31, 2026 (“Payment Deadline”). In the event the Payment Amount is not paid by the Payment Deadline, an additional 5% of the Company’s interest in Acadian (“Additional Transfer”) is to be automatically transferred to Fancamp or its affiliate Goldera.

Simultaneous with the Settlement, the Company will also enter into a shares-for-debt arrangement (the “Conversion Event”) with Lode Gold, subject to regulatory acceptance and approval, to settle up to $700,000 of liabilities the Company owes to Lode Gold through the issuance of up to 8,750,000 Shares of Gold Orogen at $0.08 per Share.

If both the completion of the Settlement and the anticipated Conversion Event occur before Gold Orogen raises any additional capital, Lode Gold would become a key shareholder along side the business partner with both parties potentially holding an interest of up to 19.9% in Gold Orogen. Any further financing by Gold Orogen would dilute these parties’ equity interests.

The Company considers the litigation matter to now be fully resolved which will enable management and the entire Gold Orogen team to again focus on advancing the Company’s key business objectives.  

Qualified Person

The technical information contained in this press release was reviewed and approved by Gary Wong, P.Eng., Vice President Exploration of Gold Orogen Resources  Corp., designated as a Qualified Person under National Instrument 43-101.

ABOUT GOLD OROGEN

As the Resulting Issuer of the February 2026 reverse-take-over of Great Republic Mining (CSE:GRM) by 1475039 B.C. Ltd (“1475039”), former subsidiary of Lode Gold (TSXV:LOD), 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. 

New Brunswick Assets - During late 2024, a joint venture was formed between subsidiary company 1475039 and the Company’s 19.9% strategic investor to create one of the largest land packages in New Brunswick, consisting of an area spanning 445 km 2  with a 44 km strike. The McIntyre Brook and Riley Brook properties sit on a highly prospective belt that has seen many exciting discoveries including Dalradian, New Found Gold and Calibre Mining. The Kinross-Puma joint venture project surrounds McIntyre Brook.

Yukon Assets - The Golden Culvert / WIN properties sit 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 meter intercepts.  *Cautionary note: This is not a truth width calculation as the true attitude of the mineralized body is unknown at this time.

ON BEHALF OF THE COMPANY

Wendy T. Chan
CEO & Director
info@goldorogen.com
+1 (604) 735-OROG (6764)

Kevin Shum
Investor Relations
kevin@goldorogen.com
+1 (604) 735-OROG (6764)

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

Neither the Canadian Securities Exchange (the “CSE”) nor its Regulation Services Provider (as that term is defined in the policies of the CSE) 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 investment into Gold Orogen, the Conversion Event (including the timing, completion and regulatory approvals thereof), payments under the Settlement and the transfers of interests in Acadian. 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 a number of 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: that the investment in Gold Orogen and the Conversion Event will complete on the anticipated timing, or at all, that all required regulatory approvals thereof will be obtained and that the payments under the Settlement will be completed on the anticipated timing.

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 risks that the Company may be unable to make the payments under the Settlement and or otherwise comply with the terms of the Settlement, a 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.

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