Trading Symbols Lod:tsx-V Lodff:otcqb Lode GOLD Provides Update ON Subsidiary GOLD Orogen'S Rto Transaction and CSE Listing Effective
18177999.1
Trading symbols
LOD:TSX-V
LODFF:OTCQB
LODE GOLD PROVIDES UPDATE ON SUBSIDIARY GOLD
OROGEN'S RTO TRANSACTION AND CSE LISTING EFFECTIVE
DATE FEB 18, 2026
February 1 4, 2026, Lode Gold Resources Inc (TSX.V: LOD | LODFF: OTCQB) (the “Company” or
“Lode Gold”) has provided an update on the previously announced conditional approval from the
Canadian Securities Exchange for the listing of the company's subsidiary 1475039 B.C. Ltd. (Gold
Orogen) on the CSE by way of a court -approved plan of arrangement under the provis ions of the
Business Corporations Act (British Columbia) concurrent with the reverse takeover of CSE -listed
Great Republic Mining. The assets of Gold Orogen are described below in the About Gold Orogen
(1475039 B.C. Ltd.) section.
The concurrent closings of the arrangement and RTO are anticipated on Wednesday, Feb. 18, 2026,
previously Feb 11, see news release here) with the receipt of CSE final approval expected imminently
thereafter. Registered shareholders of Lode Gold will be entitled to receive a distribution of 0.5739
share of Gold Orogen for each common share of Lode Gold held as of the day before the effective
date of February 18th, 2026.
About Lode Gold
Lode Gold has key assets in Canada and United States.
Fremont Gold Mine project (Fremont Gold Mining LLC) is a brownfield project in Mariposa, California
with 43,000 m drilled, 8,000 channel samples, 14 adits and 2 shafts. Mining halted in 1942 due to a
gold mining prohibition during WW II. It was mined at 10.7 g/t when price was gold was $35 per
oz. PEA was completed ( link) in 2023. The PEA was based on 1M oz (M&I) and 2M (Inferred). MRE
(link) was updated in 2025; 92% of the ounces were left unmined. Average true widths at 1g/t cut off
is 53m. Project sits on > 3,000 acres of 100% owned private and patented land which is designated
as OZ, Trump Administration Opportunity Zone (Special Tax Incentives).
Dingman Property is an orogenic deposit in Ontario, Canada with over 22,000 m drilled, and a 2013
PEA, MRE (link to report) : 376,000 oz (M&I) and 47,000 oz (Inferred).
18177999.1
Trading symbols
LOD:TSX-V
LODFF:OTCQB
About Gold Orogen (1475039 B.C. Ltd.)
Gold Orogen is an early -stage exploration pure play with quality assets in the Yukon and New
Brunswick, Canada. Optionality exists as assets are diversified on two mineral belts that are known
to have prolific gold endowment.
The New Brunswick assets, McIntyre Brook and Riley Brook, sit on a highly prospective belt that has
seen many exciting discoveries including Dalradian, New Found Gold and Calibre Mining. Kinross -
Puma surrounds McIntyre Brook. A 19.9% strategic partner was brought in and a joint venture was
formed to create one of the largest land packages in New Brunswick with mineral rights spanning
445km2.
In the Yukon, Golden Culvert/WIN sits on the southern end of the Tombstone Belt which in recent
years has seen extensive exploration success. It has Reduced Intrusion (RIRGS) targets and
sedimentary hosted orogenic mineralization. Over 4,500 m has been dri lled with 50 gram/meter
intercepts.
Qualified person
The technical information contained in this press release was reviewed and approved by Gary Wong,
PEng, vice -president, exploration, of Lode Gold, designated as a qualified person under National
Instrument 43-101.
ON BEHALF OF THE COMPANY
Wendy T. Chan
CEO & Director
+1-(604)-977-GOLD (4653)
Kevin Shum
Investor Relations
+1 (604) -977-GOLD (4653)
18177999.1
Trading symbols
LOD:TSX-V
LODFF:OTCQB
Cautionary Statement Regarding Forward-Looking Information
Neither the T SX V enture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release includes “forward -looking statements” and “forward -looking information” within the meaning of
Canadian securities legislation. All statements included in this news release, other than statements of historical fact, are
forward-looking statements including, without limitation, statements with respect to the advancement of Fremont, the
permit application, the proposed drilling program, completion of resource calculation, feasibility studies, and exploration
plans and targets, the Claim, Lode Gold’s ability to defend and resolve the Claim, and the Claim having no material adverse
effect on the operations pending judicial determination. Forward-looking statements include predictions, projections and
forecasts and are often, but not always, identified by the use of words such as “anticipate” , “believe” , “plan” , “estimate” ,
“expect” , “potential” , “target” , “budget” and “intend” and statements that an event or result “may” , “will” , “should” , “could”
or “might” occur or be achieved and other similar expressions and includes the negatives thereof.
Forward-looking statements are based on assumptions and estimates that, while considered reasonable by management
based on the business and markets in which the Company operates, are inherently subject to significant operational,
economic, and competitive uncertainties, risks and contingencies. These include assumptions regarding, among other
things: Lode Gold’s ability to vigorously defend its position and resolve the Claim; the Claim not having a material adverse
effect on its operations pending judicial determination; general business and economic conditions; the availability of
additional exploration and mineral project financing; the supply and demand for, inventories of, and the level and volatility
of the prices of metals; relationships with strategic partners; the timing and receipt of governmental permits and approvals;
the timing and receipt of community and landowner approvals; changes in regulations; political factors; the accuracy of
the Company’s interpretation of drill results; the geology, gra de and continuity of the Company’s mineral deposits; the
availability of equipment, skilled labour and services needed for the exploration and development of mineral properties;
and currency fluctuations.
There can be no assurance that forward-looking statements will prove to be accurate and actual results, and future events
could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ
materially from the Company’s expectations include Lode Gold’s inability to defend its position and resolve the Claim, an
adverse finding with respect to the Claim, a deterioration of security on site or actions by the local community that inhibits
access and/or the ability to productively work on site, actual exploration results, interpretation of metallurgical
characteristics of the mineralization, changes in project parameters as plans continue to be refined, future metal prices,
availability of capital and financing on acceptable terms, general economic, market or business conditions, uninsured risks,
regulatory changes, delays or inability to receive required approvals, business disruptions, and other exploration or other
risks detailed herein and from time to time in the filings made by the Company with securities regulators, including those
described under the heading “Risks and Uncertainties” in the Company’s most recently filed MD&A. The Company does
not undertake to update or revise any forward-looking statements, except in accordance with applicable law.