An anonymous director reports

GOLD RESERVE PROVIDES UPDATE IN CITGO SALE PROCESS: GOLD RESERVE FILES APPEAL

Yesterday, Gold Reserve Ltd. filed its opening appeal brief with the U.S. Court of Appeals for the Third Circuit in connection with the proposed judicial sale of PDVH shares to Elliott/Amber Energy.

The company's appeal asserts, among other things, that the district court's order approving the sale of the PDVH shares to Elliott/Amber Energy (whose bid is $2-billion lower in purchase price than Gold Reserve's bid) violated the Delaware law requirement that the attached shares be sold to the highest bidder. Gold Reserve further contends that the district court should have been disqualified due to conflicts of interest involving the court-appointed special master and his advisers that infected the proceedings.

Gold Reserve believes these issues raise significant legal and procedural concerns that warrant vacatur of the sales order. Appeal briefs challenging the sales order were also filed by the Venezuela parties (the Bolivarian Republic of Venezuela, PDVSA, PDVH and Citgo Petroleum) and XYQ U.S. LLC. Briefing in connection with the appeal is expected to proceed in due course, with responses due by Feb. 9, 2026.

As the situation in Venezuela continues to unfold, the company is reviewing and updating its security plans and taking pro-active steps to support eventual negotiations for a safe return to operations in Venezuela, when conditions permit.

Separately, the company noted that, in connection with its continuing efforts to recover its assets in Venezuela through the district court proceedings and to maintain strong relationships with its financial partners, Gold Reserve has reached a settlement regarding payment of commitment fees requested by the banks involved in the loan facility used for the company's bid to purchase shares of PDV Holdings Inc. Under the settlement, Gold Reserve will pay the banks approximately $5-million from cash on hand, with any additional payments financed exclusively from certain funds payable to the company in the event that there is a closing of the sale of PDVH shares to Elliott.

A complete description of the Delaware sale proceedings can be found on the Public Access to Court Electronic Records system in Crystallex International Corp. versus Bolivarian Republic of Venezuela, 1:17-mc-00151-LPS (D. Del.), and its related proceedings.

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