Mr. Caleb Stroup reports

HEADWATER GOLD EXPANDS NORTHERN NEVADA PORTFOLIO WITH ACQUISITION OF THE JAKE CREEK EPITHERMAL GOLD SYSTEM

Headwater Gold Inc. has acquired a 100-per-cent interest in the Jake Creek epithermal gold project along the Northern Nevada Rift gold trend in Nevada. The project hosts a known epithermal gold system identified by historical drilling, with minimal modern exploration and remains open for further discovery.

Highlights:

• High-grade potential: Historic drilling at Jake Creek identified a broad zone of strongly anomalous gold mineralization with localized high-grade epithermal gold mineralization, including 11.3 grams per tonne gold over 1.52 metres within a broader 46.73-metre interval grading 0.98 gram per tonne gold.
• Highly endowed gold belt: The Jake Creek project lies along the prolific Northern Nevada rift, home to multiple epithermal gold deposits, including the nearby Midas mine, and located just eight kilometres east of the Nevada Gold Mines' Turquoise Ridge complex.
• Exploration upside: Jake Creek is a relatively underexplored land package in Nevada despite proximity to multiple world-class mines and confirmed epithermal mineralization on the property.

Caleb Stroup, president and chief executive officer of the company, stated: "The acquisition of the Jake Creek project represents a compelling addition to our portfolio of high-quality epithermal gold projects in Northern Nevada. Historic drilling on the project, originally targeting Carlin-type gold, encountered a significant blind high-grade epithermal gold system that was never adequately followed up. With limited drilling across the broader land position and no focused exploration for potential feeder structures, we see a clear opportunity to leverage our expertise and advance the project toward discovery. An equally compelling aspect of Jake Creek is its location in the heart of one of Nevada's most productive gold belts. The project sits just 24 kilometres west of Hecla Mining Company's Midas mine and only eight kilometres east of the world-class Turquoise Ridge complex, which has produced over 28 million ounces of gold to date. The fertility of this region, combined with known high-grade gold mineralization on the property and lack of systematic follow-up, makes Jake Creek an exciting target for future exploration."

About the Jake Creek project

The Jake Creek project consists of 189 unpatented lode mining claims on Bureau of Land Management (BLM) land in Humboldt county, Nevada, located 65 kilometres northwest of Winnemucca along well-maintained roads. Historic drilling by Evolving Gold Corp. in 2010 to 2011 (13 reverse circulation holes) intersected widespread epithermal mineralization at the Tertiary unconformity, with notable intercepts such as 11.3 grams per tonne gold over 1.52 metres within 45.72 metres grading 0.96 gram per tonne gold in hole JC-005. This mineralization, associated with silicification, clay alteration and banded quartz veining, suggests a robust low-sulphidation epithermal system with potential high-grade feeder zones at depth.

The project covers 3,700 acres on the western margin of the Northern Nevada rift -- a north-northwest-trending structural corridor known for hosting significant precious metal mineralization -- within the western foothills of the Snowstorm Mountains. The geology is dominated by mid-Miocene bimodal volcanic rocks, including rhyolite to dacite flows and welded tuffs, unconformably overlying Paleozoic sedimentary rocks at depths of 50 metres to 300 metres. North-northwest-trending and east-northeast-trending faults, likely related to the rift's 14-million-to-16-million-year extension, dissect the property and may control mineralization. Gold is associated with silicification, clay alteration and quartz veining, indicative of a low-sulphidation epithermal system with potential for high-grade feeder zones at depth. Initial hyperspectral analysis of the historic RC cuttings by previous operator Renaissance Gold shows a strong association between illite and buddingtonite alteration and gold mineralization, further demonstrating the epithermal nature mineralization at Jake Creek.

Exploration history

Exploration at Jake Creek has historically focused on Carlin-type gold targets, driven by its proximity to the Twin Creeks mine just eight kilometres to the west (20 million ounces gold measured and indicated, with 23 million ounces gold past production). Early exploration efforts from the late 1980s to early 1990s by various operators targeted shallow Carlin-style deposits with limited success. Evolving Gold Corp. began exploring the area in the mid-2000s with a mercury soil vapour survey, identifying anomalies that led to staking in 2007. Its 2010/2011 campaign included 13 RC drill holes totalling approximately 4,000 metres. The recognition of significant gold mineralization hosted in the Tertiary volcanic rocks shifted focus to a low-sulphidation epithermal model, but systematic follow-up targeting feeder structures was not pursued. After 2011, exploration stalled, except for a 2014 soil sampling program by Ginguro Exploration Inc. Headwater has acquired a substantial historical data set with the project, including surface geochemistry (1,006 ionic leach samples), geophysics (induced polarization/resistivity, gravity and magnetics), and digitized drill logs and assays.

Future exploration plans

Headwater plans to initiate exploration at Jake Creek in 2025, prioritizing geological mapping and low-cost gravity geophysics (expanding and infilling existing data) to refine the structural and geological framework. Work will also be initiated to verify historical exploration results and hyperspectral analysis of existing RC chips and surface samples will be conducted to better characterize the alteration footprint. These efforts will be the foundation of a comprehensive 3-D geological model that will guide additional work to prioritize drill targets. The company aims to develop and test high-grade epithermal feeder targets beneath or adjacent to known mineralization.

Acquisition terms

Headwater acquired a 100-per-cent interest in the Jake Creek project from an arm's-length party. Under the terms of the agreement, Headwater paid $19,600 for the 2025 BLM claim maintenance fees, securing full ownership of 98 unpatented mining claims owned by the vendor. The acquisition is subject to a retained 1.0-per-cent net smelter return (NSR) royalty, with an option for Headwater to buy down half of the NSR (0.5 per cent) for $1-million (U.S.) at any time prior to commercial production, reducing the royalty to 0.5 per cent. Subsequent to the agreement, Headwater has located 81 additional unpatented mining claims, 71 of which are subject to the NSR pursuant to the area of interest provision in the agreement.

About Headwater Gold Inc.

Headwater Gold is a technically driven mineral exploration company focused on the exploration and discovery of high-grade precious metal deposits in the Western United States. Headwater is aggressively exploring one of the most well-endowed and mining-friendly jurisdictions in the world with a goal of making world-class precious metal discoveries. Headwater has a large portfolio of epithermal vein exploration projects and a technical team of experienced geologists with diverse capital markets as well as junior and major mining company backgrounds.

The company is systematically drill testing several projects in Nevada, and, in August, 2022, and May, 2023, announced significant transactions with Newmont, where it acquired a 9.9-per-cent strategic equity interest in the company and entered into earn-in agreements on several of Headwater's projects, including Spring Peak and Lodestar. In September, 2024, Centerra Gold acquired a strategic 9.9-per-cent interest in the company through a non-brokered private placement at a premium to market.

Headwater is part of the NewQuest Capital Group, which is a discovery-driven investment enterprise that builds value through the incubation and financing of mineral projects and companies.

Qualified person

The technical information contained in this news release has been reviewed and approved by Scott Close, PGeo (No. 158157), a qualified person as defined in National Instrument 43-101, Standards of Disclosure for Mineral Projects.

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