Q3 2025 Financial Statements and MD&A Gabriel Resources Ltd. (TSXV: GBU - “Gabriel” or the “Company”) announces the publication of its third quarter financial results for the three and nine months ended
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PRESS RELEASE
FOR IMMEDIATE RELEASE
November 28, 2025
Q3 2025 Financial Statements and MD&A
Gabriel Resources Ltd. (TSXV: GBU - “Gabriel” or the “Company”) announces the publication of its third
quarter financial results for the three and nine months ended September 30, 2025 . Selected financial and
operational information is outlined below and should be read in conjunction with the Company's unaudited
consolidated financial statements and related management's discussion and analysis ( the “MD&A”) for the
three and nine months ended September 30, 2025, which are available on the Company's website
at www.gabrielresources.com and have been filed under the Company's profile on SEDAR+
at www.sedarplus.ca. All amounts in this press release are stated in Canadian dollars unless otherwise
specified.
Summary
Highlights for the three and nine months ended Septemb er 30, 2025 and events subseque nt to September
30, 2025 are set out below.
ICSID Annulment Proceedings
• On March 8, 2024, the presiding tribunal in Gabriel's ICSID arbitration claim against Romania issued its
final decision, rejecting Gabriel's claims on the merits by a 2 -1 majority (the “Arbitral Decision”) and
awarding approximately US$10 million in costs to Romania (the “Costs Order”).
• On July 8, 2024, Gabriel announced that it has filed an application under Article 52 of the ICSID
Convention requesting the annulment of the Arbitral Decision (the “Annulment”).
• Pursuant to Procedural Order No. 1 of February 11, 2025, the ad hoc committee appointed to adjudicate
the Annulment (the “Ad-Hoc Committee”) established the following procedural calendar:
➢ Gabriel’s Memorial on Annulment: April 3, 2025.
➢ Romania’s Counter-Memorial on Annulment: July 7, 2025.
➢ Gabriel’s Reply on Annulment: September 1, 2025.
➢ Romania’s Rejoinder on Annulment: November 3, 2025.
➢ Hearing on the Annulment: January 22-23, 2026 (with January 24, 2026 reserved).
• The parties have completed their written submissions in accordance with the procedural timetable
referred to above. Gabriel filed its Reply on Annulment on September 1, 2025, and Romania filed its
Rejoinder on November 3, 2025.
• On 15 July 2025, the European Commission (the “ Commission”) filed an application seeking leave to
intervene in the Annulment proceedings. Pursuant to P rocedural Order No. 2 o f August 25, 2025 , the
Ad-Hoc Committee denied the Commission’s application. The Commission’s subsequent request for
reconsideration was also denied by the Ad-Hoc Committee on October 1, 2025.
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• On April 4, 2024, the Government of Romania demanded payment of the ICSID Costs Order and
subsequently obtained a precautionary seizure over the shares held by Gabriel Resources ( Jersey)
Limited (“Gabriel Jersey”) in Roșia Montană Gold Corporation S.A. (“ RMGC”), pending settlement of
the Costs Order (the “ Precautionary Seizure ”). Gabriel Jersey and RMGC have challenged the
Precautionary Seizure before the Romanian courts. On 11 July 2024, the Bucharest Court of Appeal
rejected the annulment request; the High Court of Cassation and Justice (Romania’s Supreme Court)
subsequently upheld that decision on final appeal, leaving the precautionary seizure in force. Gabriel
Jersey and RMGC continue to vigorously contest the Precautionary Seizure and are pursuing all
available legal avenues in Romania.
Financial Performance
• Three Months Ended September 30, 2025 (“Q325”) compared with the Three Months Ended
September 30, 2024 (“Q324)
In Q325, the Company incurred a net loss of $3,119, reflecting an increase of $468 compared to the net
loss of $2,651 in Q324. The increase was primarily driven by:
o A provision of litigation of $396
o An increase in foreign exchange gain of $378
o An increase in finance costs of $76
The increase in net loss was partially offset by:
o A decrease in corporate, general, and administrative expenses of $394
o A decrease in interest related to the arbitral costs order of $38
• Nine Months Ended September 30, 2025 (“YTD 2025”) compared with the Nine Months Ended
September 30, 2024 (“YTD 2024”)
In YTD 2025, the Company incurred a net loss of $7,891, reflecting an increase of $ 193 compared to
the net loss of $7,698 in YTD 2024. The increase was primarily driven by:
o A decrease in share-based payments recovery of $789
o A provision of litigation of $396
o An increase in foreign exchange gain of $344
o An increase in finance costs of $244
o An increase in interest related to the arbitral costs order of $57
The increase in net loss was partially offset by the decrease in corporate, general, and administrative
expenses of $1,610.
Corporate, general, and administrative (“ CGA”) expenses totaled $1,799 in Q325, a decrease of $394
from $2,193 in Q324. The reduction primarily reflects lower expenditures related to ICSID Arbitration, as
well as decreased legal, finance, audit, accounting, and compliance-related fees.
CGA expenses totaled $5,988 in YTD 2025, representing a decrease of $1,610 compared to $7,598 in
YTD 2024. The reduction was primarily attributable to lower expenditures related to the ICSID
Arbitration, as well as decreased legal, finance, audit, accounti ng, and compliance ‑related fees and
costs associated with Romain’s operations.
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Liquidity and Capital Resources
As of September 30, 2025, the Company reported a working capital deficiency of $17,155, a decrease of
$285 compared to $17,440 as of December 31, 2024. The decrease was primarily related to increase in cash
and the decrease in other current liabilities.
The Company held cash and cash equivalents of $1,725 as of September 30, 2025, an increase of $725 from
$999 as of December 31, 2024. In YTD 2025, the Company reported the following major cash flow activity:
• Cash used in operating activities: $5,452
o Cash used in YTD 2025 primarily reflects the net loss, adjusted for non-cash items, totaling $6,895
which was partially offset by a decrease in prepaid expenses and supplies of $867 and an increase
in trade and other payables of $207 and other current liabilities of $396.
• Cash provided by financing activities: $6,151
o In YTD 2025, the Company completed the two financings, issuing 96,864,930 units for cash
proceeds of $6.3 million.
As of September 30, 2025, the Company reported total liabilities of $23,330, representing a decrease of
$1,009 from $24,339 as of December 31, 2024. In YTD 2025, the Company issued 43,946,956 Units to settle
a $2.2 million (US$1.5 million) shareholder loan raised on November 29, 2024. The increase in the arbitral
costs order in YTD 2025 primarily reflects the recognition of $482 in interest, along with a revaluation of the
amount based on the prevailing United States dollar (US$)/ CA$ spot rate as of September 30, 2025, totaling
$638.
As of September 30, 2025, the Company’s shareholders’ deficit totaled $21,259, representing a decrease of
$826 from $22,085 as of December 31, 2024. The decrease in deficit was primarily attributable to the
completion of the two financings, which was partially offset by the net loss incurred during YTD 2025.
Private Placement
In September and November 2025, the Company closed a non -brokered private placement in two tranches,
issuing a total of 37,441,457 units at a price of C$0.105 per unit for aggregate gross proceeds of $3.9 million.
Each unit consisted of one common share in the capital of the Company and one common share purchase
warrant, each warrant entitling the holder to acquire one additional common share at an exercise price of
$0.14 per share on or before September 12, 2030.
Local Litigation – Adverse Judgment
As previously disclosed, Gabriel's Romanian subsidiary, Roșia Montană Gold Corporation S.A. (" RMGC"),
has continued to defend a limited number of claims from individuals alleging damages arising from its
historical project activities.
During the nine months ended September 30, 2025, RMGC received a final adverse judgment in a long -
running property-damage claim brought by a local family in Roșia Montană. RMGC has been ordered to pay
€150,000 in damages plus approximately €101,000 in accrued interest and legal costs.
Management has reached an agreement with the claimants to suspend enforcement until mid‑2026, with the
objective of achieving a more favorable overall resolution.
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Option Grant
On November 18, 2025, the board of directors of Gabriel approved a new 20% fixed stock option plan to
replace the existing plan and granted 38,656,240 incentive stock options to directors and officers. Each option
is exercisable for one common share of the Company at an exercise price of $0.075 per share for a period
of five years from the date of grant. The options will vest six months from the date of grant.
Both the adoption of the new stock option plan and the option grant are subject to shareholder approval at
the annual and special meeting of shareholders to be held on December 18, 2025 and final TSX Venture
Exchange acceptance.
Outstanding Share Data
• As of the date of this press release, the Company’s issued and outstanding equity consists of:
o 277,223,441 common shares
o 151,593,457 share purchase warrants
o 1,931,051 stock options
For information on this press release, please contact:
Dragos Tanase
President & CEO
Phone: +40 730 399 019
Simon Lusty
Group General Counsel
Mobile: +44 782 599 3401
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Further Information
About Gabriel
Gabriel is a Canadian resource company listed on the TSX Venture Exchange. The Company’s principal business has been the
exploration and development of the Roșia Montană gold and silver project in Romania, one of the largest undeveloped gold
deposits in Eu rope. Upon obtaining the License in June 1999, the Group focused substantially all of their management and
financial resources on the exploration, feasibility and subsequent development of the Roşia Montană Project. An extension of
the exploitation license for the Roşia Montană Project (held by Roșia Montană Gold Corporation S.A., a Romanian company in
which Gabriel owns an 80.69% equity interest, with the 19.31% balance held by Minvest Roșia Montană S.A., a Romanian state-
owned mining company) was rejected by the competent authority in late June 2024 . For more information please visit the
Company’s website at www.gabrielresources.com.
Forward-looking Statements
This press release contains “forward-looking information” (also referred to as “forward-looking statements”) within the meaning
of applicable Canadian securities legislation. Forward-looking statements are provided for the purpose of providing information
about management’s current expectations and plans and allowing investors and others to get a better understanding of the
Company’s operating environment. All statements, other than statements of historical fact, are forward -looking statements. In
this press release, forward-looking statements are necessarily based upon a number of estimates and assumptions that, while
considered reasonable by the Company at this time, are inherently subject to significant business, economic and competitive
uncertainties and contingencies that may cause the Company’s actual financial results, performance, or achievements to be
materially different from those expressed or implied herein.
Some of the material factors or assumptions used to develop forward -looking statements include, without limitation, the
uncertainties associated with: (i) the ongoing proceedings (the “ ICSID Annulment Proceedings”) concerning the Company’s
application for annulment of the award dated March 8, 2024 (the “Arbitral Decision”) issued in its ICSID arbitration case against
Romania (ICSID Case No. ARB/15/31); (ii) future actions taken by the Romanian Government, including in relation to the
enforcement of the costs order granted under the Arbitral Decision (the “Costs Order”); (iii) conditions or events impacting the
Company’s ability to fund its operations (including but not limited to the completion of the potential financing referred to in this
press release); and (iv) the overall impact of misjudgments made in good faith in the course of preparing forward -looking
information.
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Forward-looking statements involve risks, uncertainties, assumptions, and other factors including those set out below, that may
never materialize, prove incorrect or materialize other than as currently contemplated which could cause the Company’s results
to differ materially from those expressed or implied by such forward-looking statements. Any statements that express or involve
discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or
performance (often, but not always, identified by words or phrases such as “expects”, “is expected”, “is of the view”, “anticipates”,
“believes”, “plans”, “projects”, “estimates”, “assumes”, “intends”, “strategy”, “goals”, “objectives”, “potential”, “possib le”, “plans”
or variations thereof or stating that certain actions, events, conditions or results “may”, “could”, “would”, “should”, “might” or “will”
be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not st atements of fact and
may be forward-looking statements.
Numerous factors could cause actual results to differ materially from those in the forward-looking statements, including without
limitation:
• the revocation of the Provisional Stay of Enforcement;
• the ability of the Company to access additional funding to support the Group’s strategic objectives;
• the impact on the Company’s financial condition and operations of any actions taken by Romania to enforce the Costs
Order against the Group’s assets;
• the duration, costs, process and outcome of the ICSID Annulment Proceedings;
• the impact on the Company’s financial condition and operations of the rejection of the extension of the Rosia Montana
• exploitation license;
• the impact on financial condition, business strategy and its implementation in Romania of: any allegations of historic acts
of corruption, uncertain fiscal investigations, uncertain legal enforcement both for and against the Group, unpredictable
regulatory or agency actions and political and social instability;
• changes in the Group’s liquidity and capital resources;
• equity dilution resulting from the conversion or exercise of new or existing securities in part or in whole to Common Shares;
• the ability of the Company to maintain a continued listing on the Exchange or any regulated public market for trading
securities;
• Romania’s actions following inscription of the “Roşia Montană Mining Landscape” as a UNESCO World Heritage site;
• regulatory, political and economic risks associated with operating in a foreign jurisdiction including changes in laws,
governments and legal and fiscal regimes;
• global economic and financial market conditions, including inflation risk;
• the geo-political situation and the resulting economic developments arising from the unfolding conflict and humanitarian
crisis as a consequence of conflicts such as the Russia-Ukraine war;
• volatility of currency exchange rates; and
• the availability and continued participation in operational or other matters pertaining to the Group of certain key employees
and consultants.
This list is not exhaustive of the factors that may affect any of the Company’s forward-looking statements. Investors are cautioned
not to put undue reliance on forward -looking statements, and investors should not infer that there has been no change in the
Company’s affairs since the date of this press release that would warrant any modification of any forward -looking statement
made in this document, other documents periodically filed with or furnished to the relevant securities regulators or document s
presented on the Company’s website. All subsequent written and oral forward -looking statements attributable to the Company
or persons acting on its behalf are expressly qualified in their entirety by this notice. The Company disclaims any intent or
obligation to update publicly or otherwise revise any forward-looking statements or the foregoing list of assumptions or factors,
whether as a result of new information, future events or otherwise, subject to the Company’s disclosure obligations under
applicable Canadian securities regulations. Investors are urged to read the Company’s filings with Canadian securities regulatory
agencies which can be viewed online at www.sedarplus.ca.