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Lincoln Gold Mining Inc (2)
Symbol LMG
Shares Issued 23,872,164
Close 2025-11-03 C$ 0.19
Market Cap C$ 4,535,711
Recent Sedar+ Documents

Lincoln Gold to issue 673,333 units for debt

2025-11-03 20:47 ET - News Release

Mr. Ian Rogers reports

LINCOLN GOLD ANNOUNCES SHARES FOR DEBT TRANSACTION AND CORPORATE UPDATES

Lincoln Gold Mining Inc. intends to settle aggregate indebtedness of $101,000 owed to an arm's-length creditor through the issuance of 673,333 units of the company at an issue price of 15 cents per settlement unit. Each settlement unit will comprise one common share in the capital of the company and one-half of one non-transferable common share purchase warrant. Each warrant will be exercisable by the creditor to acquire one common share at a price of 35 cents per share for a period of 24 months from the date of issuance.

The creditor subscribed in the company's non-brokered private placement announced on June 5, 2025, however, as a result of the TSX Venture Exchange providing conditional approval for only a portion of that private placement, the creditor was unable to subscribe for the full amount, which resulted in indebtedness of $101,000 owed by the company to the creditor.

All securities issued under the debt settlement will be subject to a four-month hold period from the issue date under applicable Canadian securities laws. Closing of the debt settlement remains subject to receipt of Exchange approval.

The company also announces that it will not proceed with its previously announced (Aug. 5, 2025) share-for-debt transaction.

Further, the company announces that it has obtained $190,160 in the form of an unsecured loan from Ian Rogers, chair of the board. The loan shall accrue interest at a rate of 1 per cent per month and is repayable in 24 months. Mr. Rogers is a director of the company and, accordingly, the loan constitutes a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company relied on the exemptions for the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, as no securities of the company are listed on a specified market and the fair market value of the loan does not exceed 25 per cent of the company's market capitalization, as determined in accordance with MI 61-101. The company did not file a material change report in respect of the related party transaction at least 21 days prior to the closing of the loan, which the company deems reasonable in the circumstances in order to close the loan transaction in an expeditious manner for sound business reasons.

About Lincoln Gold Mining Inc.

Lincoln Gold is a Canadian precious metals development and exploration company headquartered in Vancouver, B.C. The company holds interest in the Bell Mountain gold-silver property that is fully permitted and moving to production, and a second larger project, the Pine Grove gold property, which is in the final stages of permitting. The two gold projects are within 61 air miles of each other, located in the highly prospective Walker Lane mineral belt, known for its numerous gold and silver deposits. Lincoln is committed to maintaining steady and robust progress toward its goal of becoming a mid-tier gold producer.

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