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Clear Gold Resources Inc (2)
Symbol CFA
Shares Issued 11,689,820
Close 2026-05-14 C$ 0.20
Market Cap C$ 2,337,964
Recent Sedar+ Documents

Clear Gold investor Ross acquires shares

2026-05-14 19:24 ET - News Release

Subject: Clear Gold Resources - Early Warning News Release Word Document

File: '\\swfile\EmailIn\20260514 155310 Attachment Clear Gold Resources - Jeremy Ross - Early Warning News release re Warrant Exercise on May 8 2026 (002).docx'

LEGAL_49512188.3

EARLY WARNING NEWS RELEASE ISSUED REGARDING THE ACQUISITION OF SECURITIES OF CLEAR GOLD RESOURCES INC.

Vancouver, British Columbia - May 14, 2026 - This news release is related to the securities of Clear Gold Resources Inc. ("Clear Gold" or the "Issuer"). Jeremy Ross (the "Acquiror") announces the acquisition of common shares of the Issuer (the "Shares").

On October 14, 2025, the Acquiror acquired 2,147,081 Shares pursuant to a debt settlement transaction at a deemed price of CAD$0.06375 per Share (the "Debt Settlement").

Immediately prior to the Debt Settlement, the Acquiror owned an aggregate of 1,168,000 Shares and 1,000,000 share purchase warrants (the "Warrants"), representing approximately 9.9% of the issued and outstanding Shares of the Issuer on an undiluted basis, and 16.94% on a partially diluted basis (assuming exercise of all Warrants).

Following the Debt Settlement, the Acquiror owns an aggregate of 3,315,081 Shares and 1,000,000 Warrants, representing approximately 17.35% of the issued and outstanding Shares of the Issuer on an undiluted basis, and 21.46% on a partially diluted basis (assuming exercise of all Warrants).

The Debt Settlement resulted in an increase of approximately 8.36% in the Acquiror's ownership over Shares of the Issuer on an undiluted basis and an increase of approximately 3.92% on a diluted basis from the last reported holdings of the Acquiror's ownership.

On May 8, 2026, the Acquiror acquired 1,000,000 Shares following the exercise of 1,000,000 Warrants at an exercise price of $0.05 per Share (the "Warrant Exercise").

Immediately prior to the Warrant Exercise, the Acquiror owned an aggregate of 3,197,481 Shares and 1,000,000 Warrants, representing approximately 13.27% of the issued and outstanding Shares of the Issuer on an undiluted basis, and 16.72% on a partially diluted basis (assuming exercise of all Warrants).

Following the Warrant Exercise, the Acquiror owns an aggregate of 4,197,481 Shares, representing approximately 14.54% of the issued and outstanding Shares. The Acquiror does not own any convertible securities after the Warrant Exercise.

Due to dilution, on acquisition of the Shares related to the Warrant Exercise, the Acquiror's holdings resulted in a decrease of approximately 2.81% in the Acquiror's ownership over Shares of the Issuer on an undiluted basis and a decrease of approximately 6.92% on a diluted basis from the Debt Settlement.

The Acquiror purchased the Shares for investment purposes. The Acquiror may increase or decrease his ownership of securities of the Issuer as the circumstances or market conditions warrant.

This press release is being issued as required by National Instrument 62-104 - Take-Over Bids and Issuer Bids and relates to the Issuer, the head office of which is located at 1066 Heywood Street, North Vancouver, BC V7L 1H3.

A copy of the early warning reports filed in connection with the matters set forth above may be obtained by contacting: Bobby Dhaliwal at 1066 Heywood Street, North Vancouver, BC V7L 1H3; telephone: (604) 379-5078; email: bdhaliwal@redfernconsulting.ca and under the Issuer's SEDAR+ profile at www.sedarplus.ca.

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.

Not for U.S. Distribution.

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