Mr. Gary Bay reports

XAU RESOURCES INC. ANNOUNCES FILING OF NI 43-101 TECHNICAL REPORT FOR THE QUARTZSTONE GOLD PROJECT, GUYANA

Xau Resources Inc. has filed on SEDAR+ an independent technical report prepared in accordance with National Instrument 43-101 (Standards of Disclosure for Mineral Projects) in respect of the Quartzstone gold project, located in the Cuyuni-Mazaruni region of Guyana, South America.

The technical report represents an important step in advancing the company's previously announced proposed transaction with QS Holdings Inc., the parent company of Qstone Inc., which holds the project. Further details regarding the transaction were disclosed in the company's news release dated June 10, 2026.

The technical report was prepared by SLR Consulting (Canada) Ltd., with Marie-Christine Gosselin, PGeo, serving as the qualified person for the purposes of National Instrument 43-101. Quartzstone is expected to become a principal property of the company upon completion of the transaction. The technical report has been filed on SEDAR+ under the company's issuer profile.

The transaction remains subject to the satisfaction of typical closing conditions, including TSX Venture Exchange acceptance and shareholder approval.

About the Quartzstone gold project

Quartzstone is an exploration-stage gold project located approximately 120 kilometres west of Georgetown, Guyana, within one of the country's prospective greenstone belts. The project comprises 83 mining permits covering approximately 73,069 acres, or 29,570 hectares. Quartzstone is located 45 kilometres southeast of Zijin's Aurora mine, 78 kilometres east-northeast of Aris Mining's Toroparu project, and 24 kilometres northwest of G Mining and G2 Goldfields' Oko projects, an emerging major gold district that exceeds 20 million ounces in total gold endowment.

The project hosts numerous gold occurrences, including the Eikle, Blue, Blue South, Main and Main South zones, with mineralization largely consisting of shear-hosted quartz-tourmaline veining associated with a north-south-oriented thrust along the western contact of a Trans-Amazonian granite. The geological setting is not unlike that for the Oko deposits, which lie in a north-south shear zone along the western flank of the Bartica gneiss. Twenty-five kilometres strike of the thrust structure lies within the Quartzstone claims with only four kilometres of strike drill tested. In addition to the principal thrust structure, numerous northeast-striking cross-structures extend across the western metavolcano-sediments and into the eastern granite with multiple occurrences of untested to undertested high-grade gold mineralization observed in rock sampling and trenching programs.

The most recent fieldwork conducted at Quartzstone in 2023 consisted of a several-month-long field due diligence on the Quartzstone project by Barrick Mining, consisting of prospecting, rock sampling and structural mapping with 2,216 rock chip samples obtained for gold analysis by fire assay conducted at the Activation Laboratory (Actlabs) in Georgetown, Guyana. While essentially grab sampling of quartz veining predominantly in the granite, sampling returned 131 assays greater than one gram per tonne Au including 37 assays greater than five g/t Au up to 183 g/t Au (National Instrument 43-101 technical report, Quartzstone gold project, Guyana, SLR Consulting (Canada) Ltd., July 16, 2026). The sampling returned high-grade gold results clustered in several areas, including east and northeast of the Eikle prospect within the granite, an area which has not experienced trenching nor drill testing, as well as from the area of the Northwest prospect, a large soil anomaly two kilometres west of the thrust in the volcanosediments likely delineating one of the several northeast-trending cross-structures and likewise untested by trenching or drilling.

Quartzstone has a significant historical exploration database, including 183 diamond drill holes totalling approximately 23,190 metres, more than 33 kilometres of trenching and over 15,500 soil samples completed by prior operators. During a visit to site on Feb. 13, 2026, the qualified person inspected the core storage facility, reviewed drill core, trenches and outcrops; and visited historical open pits and ASM operations. The QP examined remaining mineralized core intersections that correspond to mineralized domains of Blue, Zone 153 and Zone 164, as well as host rocks from drill core available of Eikle, Blue, Zone 153 and Zone 164. However, the amount of mineralized drill core available for inspection was limited, as much of the mineralized material from these targets had previously been removed for reassay purposes. As a result, only a limited number of representative mineralized intervals were available for review, and no mineralized core from the Eikle target or other significant targets (including Main Pit and Mango Tree) was available at the time of the site visit.

The QP also reviewed the quality assurance/quality control data prepared and analyzed by the previous QP (who works for SLR and reviewed the report) and agrees with the findings.

Historical production from open-pit and small-scale mining activities at the project has been reported at approximately 355,100 ounces of gold in aggregate. This figure is based primarily on information provided by previous property owners and operators, and has not been independently verified by the company or the qualified person. Accordingly, the historical production figure should not be relied upon as independently verified production data.

No current mineral resource estimate

The technical report does not contain a current mineral resource estimate for Quartzstone.

A historical mineral resource estimate for the project was prepared by Wardell Armstrong International Ltd. on behalf of a previous operator in a technical report dated May 29, 2020, with an effective date of May 1, 2020. The historical estimate comprised indicated mineral resources of 933,000 tonnes at an average grade of 5.44 g/t Au (approximately 163,000 ounces of contained gold) and inferred mineral resources of 1,911,000 tonnes at an average grade of 4.79 g/t Au (approximately 295,000 ounces of contained gold). The historical estimate was prepared using the Canadian Institute of Mining, Metallurgy and Petroleum definition standards (2014) and conventional wire frame and block modelling techniques, with grades interpolated by ordinary kriging and inverse distance weighting methods. Open-pit resources were reported at a cut-off grade of 0.40 g/t Au within a conceptual pit shell based on a gold price of $1,500 (U.S.) per ounce, and underground resources at a cut-off grade of 1.5 g/t Au, in each case at a minimum mining width of 2.0 metres. Contained gold ounces are reported in situ and do not account for recovery losses.

The company considers the historical estimate relevant as an indication of the presence and potential scale of gold mineralization at the project, and considers it reliable in the context of the drilling and sampling data available as at its effective date. However, the underlying database has not been independently verified by the company or the qualified person, and the economic assumptions used, including the gold price, are outdated. A qualified person has not done sufficient work to classify the historical estimate as current mineral resources, the company is not treating the historical estimate as current mineral resources and the historical estimate should not be relied upon as such.

Additional work, including independent verification of the historical drilling database and an updated quality assurance and quality control review, would be required before the historical estimate could potentially be upgraded to a current mineral resource in accordance with NI 43-101.

Recommended work program

The QP has recommended a phase 1 exploration program at Quartzstone with an estimated budget of approximately $10.9-million (U.S.). The recommended program includes geophysical surveys, lidar, geochemical work, trenching and approximately 23,000 metres of diamond drilling across multiple target areas.

The recommended work is intended to further evaluate mineralization along strike and at depth and to support the potential preparation of an updated mineral resource estimate.

Fortuna Mining Corp. earn-in agreement

As previously disclosed, Qstone entered into an earn-in agreement with Fortuna in April, 2026.

Under the agreement, Fortuna may earn an initial 51-per-cent interest in the project by completing a minimum of 60,000 metres of drilling within four years, financing the related exploration expenditures and paying applicable licence fees. Fortuna may subsequently earn an additional 19-per-cent interest for an aggregate interest of 70 per cent by solely financing a feasibility study within the applicable earn-in period.

Upon entering into the earn-in agreement, Fortuna paid Qstone a non-refundable cash option premium of $5-million (U.S.).

The project remains subject to applicable government royalties and a 4.5-per-cent net smelter return royalty in favour of a third party.

Management commentary

Gary Bay, chief executive officer of Xau Resources, commented: "The Quartzstone technical report represents another important step in advancing our proposed transaction with QS Holdings. The report provides an independent technical foundation for a substantial gold exploration property with an extensive historical exploration database and significant exploration potential. We also believe Fortuna Mining's commitment to complete a minimum of 60,000 metres of drilling, together with its $5-million (U.S.) non-refundable option premium, provides meaningful third party validation of Quartzstone and its potential. We look forward to continuing to advance the transaction through the remaining regulatory and shareholder approval process."

Qualified person

Ms. Gosselin, PGeo, a qualified person as defined by NI 43-101 and independent of the company, has reviewed and approved the scientific and technical disclosure contained in this news release.

About Xau Resources Inc.

Xau Resources is a Canadian junior mineral exploration company focused on the acquisition, exploration and development of gold projects in Guyana's prospective greenstone belts.

The company holds the right to acquire a 100-per-cent interest in the Noseno gold project, located in Guyana's North-West mining district near Matthews Ridge and Port Kaituma, and is advancing its proposed transaction with QS Holdings Inc., the parent company of Qstone Inc., which holds the Quartzstone gold project in Guyana.

We seek Safe Harbor.