Mr. Colin Padget reports

FOUNDERS METALS CONSOLIDATES 100% OWNERSHIP OF THE ANTINO GOLD PROJECT AND CLOSES C$77 MILLION STRATEGIC INVESTMENT BY GOLD FIELDS

Founders Metals Inc. has completed the acquisition of the remaining 30 per cent of the issued and outstanding shares of Lawa Gold NV from Nana Resources NV as previously announced on Aug. 19, 2026. As a result of the transaction, Founders now holds a 100-per-cent royalty-free interest in the Antino gold project in southeastern Suriname. Concurrently, the company closed the $76,958,864 strategic investment by Gold Fields Netherlands Services BV, an affiliate of Gold Fields Ltd., increasing Gold Fields' ownership to approximately 19.9 per cent of the company's issued and outstanding common shares.

Under the Gold Fields investment, the company issued 14,146,850 common shares at a price of $5.44 per Gold Fields share. Immediately prior to closing, Gold Fields held 14,489,879 common shares, representing approximately 12.5 per cent of the company's issued and outstanding common shares. Following closing, Gold Fields holds 28,636,729 common shares, representing approximately 19.9 per cent of the issued and outstanding common shares of Founders on a non-diluted basis.

Colin Padget, Founders' president and chief executive officer, commented: "With the closing of this transaction, Founders' shareholders now hold a 100-per-cent royalty-free interest in the entire 102,360-hectare Antino district, and we have the operational control to advance it on our terms. I want to thank Nana Resources for their partnership in Suriname and their contribution to bringing the project to this point. Gold Fields' decision to increase its position to 19.9 per cent is a strong endorsement of Antino's potential and leaves Founders well funded to advance both our known targets and greenfields exploration across the district."

Transaction consideration

Pursuant to the terms of the transaction, Nana has received $17-million (U.S.) in cash and 13,568,944 common shares of the company. Nana is further entitled to receive up to $21-million (U.S.) in contingent milestone payments, payable in cash, tied to the achievement of specified mineral resource estimate, permitting, construction and production milestones at the project. Further details of the terms of the transaction are set out in the company's news release dated Aug. 19, 2026. No finders' fees were paid by the company in connection with the transaction.

Prior to the closing of the transaction, Nana transferred an aggregate of 1,102,531 common shares owned by Nana to certain of its advisers in connection with advisory fees payable to such advisers in respect of the transaction. As a result of such transfers, following closing, Nana, together with its joint actors, now holds 14,246,413 of the company's common shares, representing approximately 9.9 per cent of the issued and outstanding common shares of the company. Nana will continue to monitor its investment, and, depending on various factors and subject to the terms of the investor rights agreement entered into in connection with the transaction, may from time to time in the future increase or decrease its beneficial ownership, control, direction or economic exposure over securities of the company through market transactions, private agreements or otherwise. This press release is being issued in part pursuant to National Instrument 62-103 (the Early Warning System and Related Take-Over Bid and Insider Reporting Issues), which also requires an early warning report to be filed with the applicable securities regulators containing additional information with respect to the foregoing matters. Since the common shares of the company that Nana beneficially owns or exercises control or direction over now represent less than 10 per cent of the company's outstanding common shares, Nana will not file further early warning or insider reports in respect of Nana's ownership of the company's securities, except as may be required by applicable law.

A copy of the early warning report will be made available under the company's SEDAR+ profile or will be available by contacting Michael Naarendorp, Nana Resources, e-mail: michael.naarendorp@nanaresources.net.

Gold Fields investment

Proceeds from the Gold Fields investment have been used to pay the cash portion of the transaction consideration, and the balance is expected to be used to finance regional exploration activities at the project, working capital and general corporate purposes.

All Gold Fields shares and consideration shares are subject to a statutory hold period of four months and one day in accordance with applicable Canadian securities legislation and TSX Venture Exchange policies. No finders' fees were paid by the company in connection with the Gold Fields investment.

The issuance of the Gold Fields shares to Gold Fields under the Gold Fields investment constitutes a related-party transaction of the company under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions) as Gold Fields is a related party of the company by virtue of holding more than 10 per cent of the issued and outstanding common shares of the company. Pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101, the company is exempt from the requirements to obtain a formal valuation and minority shareholder approval in respect of the Gold Fields investment as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the Gold Fields investment exceeds 25 per cent of the company's market capitalization, determined in accordance with MI 61-101.

This press release is being issued in part pursuant to National Instrument 62-103 (the Early Warning System and Related Take-Over Bid and Insider Reporting Issues). Gold Fields will file an early warning report in connection with the closing of the Gold Fields investment. Gold Fields' decision to acquire the Gold Fields shares was made in the context of its overall investment purposes. Gold Fields will continue to monitor the business, prospects, financial condition and potential capital requirements of Founders. Depending on its evaluation of these and other factors, Gold Fields may from time to time in the future increase or decrease its equity ownership in Founders through market transactions, private agreements, subscriptions from treasury or otherwise, or may develop other plans or intentions in the future. Prior to the Gold Fields investment, Gold Fields held 14,489,879 common shares of the company, representing approximately 12.5 per cent of the company's issued and outstanding common shares. Following closing of the Gold Fields investment, Gold Fields holds 28,636,729 common shares, representing approximately 19.9 per cent of the issued and outstanding common shares of the company (based on 143,903,160 common shares outstanding after giving effect to the issuance of the consideration shares and the Gold Fields shares).

A copy of the early warning report will be made available under the company's SEDAR+ profile.

About Founders Metals Inc.

Founders Metals is a Canadian gold exploration company building a district-scale gold camp in southeastern Suriname. The company owns a 100-per-cent royalty-free interest in the Antino gold project, a 102,360-hectare contiguous land package representing the largest uninterrupted package of highly prospective greenstone belt geology in the Guiana Shield. Founders is executing one of the most active exploration programs in the global junior gold sector and is backed by a strategic partnership with Gold Fields. The company is committed to responsible exploration, strong community engagement and disciplined capital allocation as it advances Suriname's next major gold camp.

Qualified persons

The technical content of this news release has been reviewed and approved by Michael Dufresne, MSc, PGeol, PGeo, an independent qualified person as defined by National Instrument 43-101.

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