Ms. Wendy Chan reports

LODE GOLD SETS DATE FOR SHAREHOLDER MEETING TO APPROVE PLAN OF ARRANGEMENT FOR SPINOUT MONDAY, MARCH 10, 2025 AT 10AM MST

A shareholder meeting has been scheduled to approve Lode Gold Resources Inc.'s plan of arrangement for the tax-efficient spinout of Gold Orogen. The meeting will take place on Monday, March 10, 2025, at 10 a.m. MST. Details regarding Lode Gold's annual general meeting are available on the company's website.

The two companies will trade as separate entities upon court filing with the court, five to 10 days after shareholder and TSX Venture Exchange approval.

Before the record date, all Lode Gold shareholders will receive Gold Orogen spinout shares. The company plans to close its private placement by March 10, 2025. Each 18-cent unit includes one common share and a warrant, allowing the holder to buy a share at 35 cents for three years after closing.

Upon completion of the spinoff, the companies will be structured as follows.

Gold Orogen (SpinCo)

Gold Orogen is an exploration pure play with two choice assets. Both assets are located in highly prospective areas, and each can potentially be a company maker and a stand-alone asset.

Asset 1:

• 27-kilometre strike, 99.5 square kilometres in Yukon, prolific Tombstone belt (Snowline, 3 Aces and Rackla);
• Total of four reduced intrusive targets (reduced intrusion-related gold systems similar to Snowline).

Confirmed on Win:

• Signature host rocks, hornfels and reduced intrusives;
• High bismuth to gold ratio, gold-bearing sheeted quartz veins.

Asset 2:

• New Brunswick: created one of the largest land packages at 445 square kilometres;
• Geological analogue to New Found Gold, Galway and Calibre Mining;
• Confirmed gold endowment -- mineralized rhyolites (same geology as Puma-Kinross).

Lode Gold (parent): underground mine potential (previously mined at 10.7 grams per tonne gold)

The Fremont gold project is located on the Mother Lode belt on patented private land in Mariposa county. Lode Gold is the first owner since mining suspension in 1942 to evaluate the project as an underground opportunity.

• Fremont: four-kilometre strike on the Mother Lode belt;
• Private patented land: 3,351 acres, 100 per cent owned in Mariposa county (need county approval; five supervisors oversee county*);
• * County: 17,000 and town: 2,000 people;
• Mariposa is designated as one of Trump administration's opportunity zones, designated for expedited investments and tax incentives;
• California: 700 permitted mines and 14 gold mines;
• Target: two million ounces underground, four g/t au (previously mined in the 1930s at 10.7 g/t);
• Typical orogenic deposit with structure and controls;
• Three stepout holes hit structure and were mineralized (up to 1,300 metres);
• Two nearby mines were up to 1,800 metres deep at 13 g/t;
• Brownfield with 23 kilometres of underground workings and over 43,000 m drilled (cores preserved);
• Only 8 per cent of the mineral resource estimate exploited; mostly in the first 250 m; much has been left unmined;
• 2023 MRE: one million ounces (measured and indicated) plus two million ounces (inferred);
• 2023 preliminary economic assessment at $2,000 (U.S.) per ounce Au: after-tax net present value (5 per cent) $370-million (U.S.), 31-per-cent internal rate of return and 11-year life of mine;
• Close to road, rail, power and water;
• Mine suspended in 1942 for the war effort.

About Lode Gold Resources Inc.

Lode Gold is an exploration and development company with projects in highly prospective and safe mining jurisdictions in Canada and the United States.

In Canada, its Golden Culvert and Win projects in Yukon, covering 99.5 square kilometres across a 27-kilometre strike length, are situated in a district-scale, high-grade gold mineralized trend within the southern portion of the Tombstone gold belt. A total of four RIRGS targets have been confirmed on the property. A National Instrument 43-101 technical report was completed in May, 2024.

In New Brunswick, Lode Gold has created one of the largest land packages with its Acadian gold joint venture company, consisting of an area that spans 445 square kilometres and a 44-kilometre strike. McIntyre Brook covers 111 square kilometres and a 17-kilometre strike in the emerging Appalachian/Iapetus gold belt. It is hosted by orogenic rocks of similar age and structure as New Found Gold's Queensway project. Riley Brook is a 335-square-kilometre package covering a 26-kilometre strike of Wapske formation with its numerous felsic units. An NI 43-101 technical report was completed in August, 2024.

In the United States, the company is advancing its Fremont gold project. This is a brownfield project with over 43,000 m drilled and 23 km of underground workings. It was previously mined at 10.7 g/t Au in the 1930s.

Mining was halted in 1942 due the gold mining prohibition in the Second World War just as it was ramping up production. Unlike typical brownfield projects that are mined out, only 8 per cent of the veins have been exploited. The company is the first owner to investigate an underground high-grade mine potential at Fremont.

The project is located on 3,351 acres of private and patented land in Mariposa county. The asset is a four-kilometre strike on the prolific 190-kilometre Mother Lode gold belt, California, that produced over 50 million ounces of gold and is instrumental in the creation of the towns, the businesses and infrastructure in the 1800s gold rush. It is 1.5 hours from Fresno, Calif. The property has year-round road access, and is close to airports and rail.

Previously, in March, 2023, the company completed an NI 43 101 preliminary economic assessment. A sensitivity to the March 31, 2023, PEA at $2,000 (U.S.) per oz gold gives an after-tax NPV of $370-million (U.S.) and a 31-per-cent IRR over an 11-year LOM. At $1,750 per oz gold, NPV (5 per cent) is $217-million. The project hosts an NI 43-101 resource of 1.16 million ounces at 1.90 g/t Au within 19.0 million tonnes indicated and 2.02 Moz at 2.22 g/t Au within 28.3 Mt inferred. The MRE evaluates only 1.4 km of the four-kilometre strike of the Fremont property. Three stepout holes at depth (up to 1,200 m) hit structure and were mineralized.

We seek Safe Harbor.