Ms. Sophy Cesar reports

UPSIDE GOLD ANNOUNCES INCREASE IN PRIVATE PLACEMENT

Upside Gold Corp., due to increased investor demand, including interest from strategic investors, has amended the terms of the previously announced non-brokered private placement to increase the size of the offering.

Pursuant to the amendment, the company now proposes to issue up to two million common shares of the company at a price of 40 cents per share for gross proceeds of up to $800,000. The offering is expected to be completed on a non-brokered private placement basis and rely on the exemptions set forth under National Instrument 45-106, Prospectus Exemptions.

The gross proceeds of the offering will provide the company with additional capital to support continuing corporate initiatives and to strengthen its balance sheet.

In connection with the offering, finders' fees may be payable on the gross proceeds to eligible arm's-length persons in accordance with applicable securities laws.

The iffering is expected to close on or about Jan. 23, 2026, or such other date as the company may determine.

The closing of the offering is subject to customary closing conditions, including the approval of the securities regulatory authorities and the Canadian Securities Exchange. All securities issued pursuant to the offering will be subject to a hold period of four months and one day from the date of issuance, in accordance with applicable securities laws.

About Upside Gold Corp.

Upside Gold is a Canadian gold-copper exploration company that has entered into an option agreement to acquire a 100-per-cent interest in the Kena gold-copper project, located in southeastern British Columbia, approximately seven kilometres southwest of Nelson. The Kena project consists of 198 mineral claims covering approximately 10,114.8 hectares, together with 11 Crown grants covering approximately 92 hectares. The company's exploration strategy is focused on advancing the project through disciplined, high-impact exploration and targeted drilling programs, supported by efficient capital allocation to drive long-term shareholder value.

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