Mr. Gordon Robb reports

ESGOLD SIGNS DEFINITIVE GOLD AND SILVER DORE PURCHASE AGREEMENT WITH OCEAN PARTNERS

Further to Esgold Corp.'s press release dated Oct. 2, 2025, the company has entered into a definitive gold and silver dore purchase agreement with Ocean Partners U.K. Ltd., a globally recognized metals trading, technical advisory and mine financing group serving the international mining and smelting industries.

The agreement establishes Ocean Partners as the purchaser of gold and silver dore produced from Esgold's Montauban gold-silver project in Quebec and provides the company with access to a non-dilutive working capital facility of up to $9-million, available at Esgold's election and subject to customary conditions tied to operational readiness and production milestones.

The signing of the agreement represents another significant milestone in Esgold's transition toward near-term production and further strengthens the company's operational and financial positioning as construction, exploration, and development activities continue advancing in parallel at the Montauban project.

Key highlights (Ocean Partners agreement)

• Definitive and binding gold and silver dore purchase agreement executed with Ocean Partners, a leading global metals trading and mining finance group;
• Ocean Partners to purchase 100 per cent of dore production from the Montauban project's tailings and crown pillar material;
• The agreement provides Esgold with access to a working capital facility of up to $9-million, available in two tranches: a first tranche of $3-million and a second tranche of $6-million, subject to satisfaction of applicable conditions precedent;
• Esgold retains strategic flexibility regarding timing and use of the facility;
• Agreement further strengthens and derisks Esgold's transition toward anticipated production.

Strengthening the path toward production

Under the terms of the agreement, Ocean Partners will purchase 100 per cent of the gold and silver dore produced from Esgold's Montauban project derived from tailings and potential crown pillar material, with minimum delivery commitments totalling 50,000 ounces of gold and one million ounces of silver over the term of the agreement; as based on projected production scenarios and development plans.

Pricing under the agreement is based on prevailing LBMA or Comex market prices, with Ocean Partners paying for 99.8 per cent of contained gold and 99 per cent of contained silver, subject to standard refining charges of 80 U.S. cents per payable ounce of gold and 50 U.S. cents per payable ounce of silver.

Delivery will be made EXW at the Montauban project mine site, with Ocean Partners responsible for collection and related logistics.

The agreement provides Esgold with access to a working capital facility of up to $9-million, available in two tranches consisting of an initial $3-million tranche and a subsequent $6-million tranche, each subject to the satisfaction of applicable conditions precedent, including due diligence, site visit requirements and production timing confirmations. Each drawn tranche is subject to a 1-per-cent arrangement fee and bears interest at three-month term SOFR (secured overnight financing rate) plus 7.00 per cent per annum until repaid, with overdue amounts bearing interest at three-month term SOFR plus 11.00 per cent per annum. Principal and interest are repayable through deliveries of dore to Ocean Partners, by cash repayment, or a combination of both, with early repayment permitted subject to a 1-per-cent repayment fee. The facility is designed to support operational flexibility as the company advances mill construction, commissioning and production ramp-up activities.

Importantly, Esgold is not required to immediately draw on the facility, which provides strategic and financial flexibility while securing a globally recognized production partner and long-term purchaser ahead of production.

The agreement provides for provisional payments of up to 90 per cent of the estimated value of each dore shipment, payable within one business day after required documents are accepted, with final settlement completed once final weights and assays are confirmed, supporting future operational liquidity once production commences.

CEO commentary

"The agreement with Ocean Partners marks another major milestone in Esgold's evolution from development company to near-term producer," said Gordon Robb, chief executive officer of Esgold Corp. "Ocean Partners is an internationally respected organization with extensive experience across metals trading, mine finance and global mining operations. Securing a definitive agreement with a group of this caliber significantly strengthens our production strategy and validates the progress our team has made behind the scenes. What is particularly exciting is the stage we are now entering as a company. While we continue advancing mill construction and infrastructure toward production, we are simultaneously conducting modern exploration and geological investigation at Montauban. We are systematically and methodically advancing both sides of the production and exploration story of Esgold at the same time.

"With the expanded ANT survey under way, drilling preparations advancing, production equipment continuing to arrive on site and a comprehensive district scale geological model continuing to evolve."

Next steps for Esgold

Field collection for the expanded 70-square-kilometre district-scale ambient noise tomography (ANT) survey has now been completed, with geophone pods removed, and data analysis and interpretation now under way as part of the company's evolving 3-D geological model.

The company is anticipating receipt of drill permits in the near term, with systematic crown pillar definition drilling and targeted stepout drilling expected to commence shortly thereafter to evaluate extensions of mineralization at depth and along strike. Any potential extraction of crown pillar material remains subject to technical evaluation, permitting, engineering review, and, where applicable, additional drilling and economic assessment.

Deliveries of key mill circuit components and supporting infrastructure equipment are continuing at the Montauban project site.

Esgold is integrating the expanded ANT data set with historical drilling, prior ANT interpretations and historical SOQUEM data to refine its district-scale geological model and guide future drilling and exploration targeting.

Strategic and operational context

The Ocean Partners agreement supports Esgold's development plans at the Montauban project by securing a purchaser for future gold and silver dore production and providing access to a working capital facility, subject to the terms and conditions of the agreement. The agreement is intended to support operational flexibility as the company advances mill construction, commissioning and related development activities. In parallel, Esgold continues to advance exploration and geological modelling work at Montauban, including the integration of expanded ANT survey data with historical drilling, prior interpretations and historical SOQUEM data to refine future exploration targeting.

With production infrastructure advancing, drilling approaching and district-scale geological interpretation continuing to evolve, Esgold is positioning itself with both near-term operational catalysts and long-term exploration upside across the broader Montauban project.

Qualified person statement

The scientific and technical information contained in this news release has been reviewed and approved by Andre Gauthier, PEng and PGeo, a director of Esgold and a qualified person within the meaning of National Instrument 43-101 -- Standards of Disclosure for Mineral Projects. Mr. Gauthier has reviewed the data underlying the ANT survey and the resulting 3-D geological model and believes the interpretations presented are reasonable and appropriate for exploration targeting purposes. The interpretations and conclusions are conceptual in nature and are intended to guide further exploration; they do not constitute a mineral resource or reserve and are subject to confirmation through additional geophysical work and drilling.

About Esgold Corp.

Esgold is a fully permitted, fully financed, preproduction mining company advancing a scalable clean mining model across North and South America. The company's flagship Montauban gold-silver project in Quebec is under construction with production anticipated in 2026. With a dual-track strategy of cash flow today and discovery tomorrow, Esgold is building a platform for clean, sustainable growth and long-term shareholder value.

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