Mr. Wayne Livingstone reports

CARLIN COMPLETES SHARES FOR DEBT TRANSACTION

Carlin Gold Corp. has completed its previously announced shares for debt transaction, whereby the company has completed the issuance of an aggregate of 4.6 million common shares of the company (on a postconsolidation basis), at a deemed price of 15 cents per settlement share for an aggregate value of $690,000, in settlement of outstanding debts owing to certain directors and officers of the company for management fees.

The TSX Venture Exchange has approved the debt settlement and by issuing the settlement shares, the debt has been definitively extinguished. The settlement shares are subject to a statutory hold period of four months from the date of issuance in accordance with applicable securities legislation.

About Carlin Gold Corp.

Carlin controls two 100-per-cent-owned gold exploration properties in Nevada: the Cortez Summit property and the Willow property, both containing Carlin-style gold targets.

Cortez Summit lies about one kilometre northeast of the north end of Nevada Gold Mines' Goldrush deposit and east of Barrick Gold Corp.'s Fourmile resource. The Goldrush deposit, currently under development, has a reported underground mineral resource with 6.6 million ounces grading 7.8 grams per tonne indicated and 1.2 million oz grading 7.6 g/t gold inferred, for an attributable (61.5 per cent) total of 7.8 million oz (Barrick 2019 annual report) of the overall NGM resource of 12.7 million oz. The Fourmile resource, owned by Barrick, and located directly north of Goldrush and west of Cortez Summit, has an indicated and inferred resource containing 2.55 million oz Au grading 10.6 g/t Au (Barrick 2021 annual report). NGM has completed a stand-alone underground feasibility study for the Goldrush deposit (Barrick third quarter 2021 report). An environmental impact statement has been completed, and a record of decision is expected in the second half of 2023 (Barrick first quarter 2023 management's discussion and analysis).

The Willow property is an early-stage project in Elko county, north of the town of Wells, Nev. Willow is located within a potential new gold belt that contains the Long Canyon mine being operated by NGM.

We seek Safe Harbor.