Mr. Ronald Goguen reports

CANADIAN GOLD RESOURCES ANNOUNCES AMENDED NON-BROKERED $2.9 MILLION LIFE FINANCING

Further to Canadian Gold Resources Ltd.'s press releases dated Oct. 23 and Nov. 14, 2025, it will be conducting an amended non-brokered listed issuer financing exemption (LIFE) private placement financing through the sale of up to 12,666,667 units (non-flow-through units) at a price of 15 cents per NFT unit and up to 5,555,556 flow-through units (FT units) at a price of 18 cents per FT unit for total gross proceeds of $2.9-million. The company has engaged Research Capital Corp. as exclusive finder and sole booker runner to assist with the offering.

The offering may close in tranches with a final tranche closing (if required) expected on or before Dec. 31, 2025 (the final closing date), and will be subject to regulatory approvals and customary closing conditions including listing of the common shares on the TSX Venture Exchange.

Each NFT unit will comprise one common share and one common share purchase warrant of Canadian Gold. Each FT unit will comprise one flow-though common share and one-half of a warrant.

The warrant terms are as follows: commencing on the 62nd day after issuance, each whole warrant will entitle the holder to acquire one common share of the company at a price of 22 cents per common share for a period of 36 months from the date of issuance, provided, however, that should the closing price at which the common shares trade on the TSX Venture Exchange (or any such other stock exchange in Canada as the common shares may trade at the applicable time) exceed 45 cents for 10 consecutive trading days at any time, the company may accelerate the warrant term such that the warrants shall expire on the date which is 30 business days following the date a press release is issued by the company announcing the reduced warrant term. The restrictive exercise period on the warrants has been imposed to ensure that the offering complies with certain dilution restrictions under the LIFE exemption.

Upon closing of the offering, the common share component of the NFT and FT units will be free trading in Canada. Any common shares issued upon exercise of an NFT or FT warrant after the restrictive period expires will be free trading in Canada.

The gross proceeds from the sale of NFT units will be used for exploration and drilling on the Lac Arsenault project, the Robidoux project and VG Boulder project, as well as working capital. The gross proceeds received by the company from the sale of the FT units will be used to incur eligible Canadian exploration expenses (as defined under the Income Tax Act) that qualify as flow-through mining expenditures related to the company's Quebec mining properties on or before Dec. 31, 2026, and to renounce all the qualifying expenditures in favour of the purchasers of the FT units effective Dec. 31, 2025. In the event the company is unable to renounce qualifying expenditures effective on or prior to Dec. 31, 2025, for each FT unit purchased in an aggregate amount not less than the gross proceeds raised from the issue of the FT units, the company will indemnify each FT unit purchaser for the additional taxes payable by such purchaser as a result of the company's failure to renounce the qualifying expenditures as agreed.

The NFT units and the FT units will be offered for sale in each of the provinces of Canada, except Quebec, pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 -- Prospectus Exemptions and Coordinated Blanket Order 45-935 Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The company has filed an amended and restated Form 45-106F19 with the securities commissions or similar regulatory authorities in each of the provinces of Canada, other than Quebec.

The offering document related to the offering that can be accessed under the company's profile at SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.

Subject to certain adjustments for president's list purchasers, the finder is entitled, on the closing date, to a cash commission equal to 8 per cent of the gross proceeds of the offering and will receive finders' warrants equal to 8 per cent of the number of the NFT units and the FT units issued pursuant to the offering. Each finder's warrant entitled the holder thereof to purchase one common share at a price of 15 cents per common share for a period of 36 months from the date of issuance, provided, however, that should the closing price at which the common shares trade on the TSX-V (or any such other stock exchange in Canada as the common shares may trade at the applicable time) exceed 45 cents for 10 consecutive trading days at any time following the date that is four months and one day after the date of issuance, the company may accelerate the finder's warrant term such that the finders' warrants shall expire on the date which is 30 business days following the date a press release is issued by the company announcing the reduced warrant term. The finders' warrants are subject to a hold period of four months and one day after the date of issuance.

About Canadian Gold Resources Ltd.

Canadian Gold Resources is a junior exploration company advancing three high-grade gold properties totalling approximately 16,000 hectares in Quebec's Gaspe Peninsula. The company's strategy is to unlock the potential of historically explored assets through modern exploration and development, supported by a management team with a proven record in discovery and project advancement.

Qualified person statement

The scientific and technical information in this news release has been reviewed and approved by Mark Smethurst, PGeo, director of Canadian Gold and a qualified person under National Instrument 43-101.

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