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BGX.CN ·

BGX – Black Gold Exploration Corp. Closes Shares for Debt Settlement

BGX – Black Gold Exploration Corp. Closes Shares for Debt Settlement

VANCOUVER, BC, February 20, 2026 – BGX – Black Gold Exploration Corp. (the " Company" or "BGX ")

(CSE: BGX) (FRE: BLGX) announces that it has closed the debt settlement transaction announced on

February 6, 2026, whereby the Company agreed with certain of its creditors (the “Creditors”) to issue an

aggregate of 116,000 common shares (the “ Settlement Shares”) in exchange for outstanding accounts

payable (the “ Shares for Debt Transaction”) in the aggregate amount of CAD$58,000 (the “Debt”). The

Settlement Shares were issued at a price of $0.50, in accordance with the policies of the Canadian

Securities Exchange (the “CSE”).

The Company is completing the Shares for Debt Transaction to improve its financial position by reducing its existing

liabilities. All Settlement Shares will be subject to a four-month and one-day hold period. No new control person of

the Company will be created pursuant to the Shares for Debt Transaction.

The Shares for Debt Transaction constitutes a “related party transaction” within the meaning of Multilateral

Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) as it is

anticipated that Francisco Gulisano (CEO of BGX), will be issued Settlement Shares in connection with the

debt settlement. The Company is relying on the exemptions from the valuation and minority shareholder

approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market

value of the shares for debt transaction with the forgoing insiders does not exceed 25% of the market

capitalization of the Company, 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 before the closing of the

debt settlement, which the Company deems reasonable in the circumstances as the Company wishes to

improve its financial position by reducing its existing liabilities.

On behalf of the Company,

Francisco Gulisano

236-266-5174

Chief Executive Officer

About BGX

BGX – Black Gold Exploration Corp. (CSE: BGX) (FRE: BLGX) is an oil and gas exploration company

dedicated to creating shareholder value through the acquisition, exploration and development of oil and gas

projects. BGX currently has assets in Argentina and the United States. For more information visit:

https://www.bgxcorp.com.

Forward-Looking Statements

This news release contains certain forward-looking statements. The use of the word “expected”, “projected”,

“pursuing”, “plans” and similar expressions are intended to identify forward-looking statements. Forward-

looking statements in this news release include statements regarding the Consolidation and the timing and

consequences thereof. The forward-looking statements are made as at the date hereof and the Company

disclaims any intent or obligation to publicly update any forward-looking statements, where because of new

information, future events or results, or otherwise, except as required by applicable securities laws.

Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of the

CSE) accept responsibility for the accuracy of this release.