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LGC.V ·

Lavras Gold Corp. Announces Closing of $10 Million Public Offering

Financings

Lavras Gold Corp. Announces Closing of $10

Million Public Offering

Toronto, Ontario--(Newsfile Corp. - January 29, 2026) -

Lavras Gold Corp. (TSXV: LGC) (OTCQX:

LGCFF)

("

Lavras Gold

" or the "

Compan

y") is pleased to announce that, further to its press release of

January 21, 2026, it has completed its previously announced "bought deal" public offering, pursuant to

which the Company issued an aggregate of 2,942,000 common shares of the Company (each, a

"

Share

") at a price of C$3.40 (the "

Offering Price

") per Share for gross proceeds of C$10,002,800 to

the Company. The Shares were sold pursuant to an underwriting agreement dated January 23, 2026,

between the Company, Canaccord Genuity Corp. ("

Canaccord

") and Paradigm Capital Inc. (together

with Canaccord, the "

Co-Lead Underwriters

"), as co-lead underwriters, Research Capital Corporation

and Raymond James Ltd. (together with the Co-Lead Underwriters, the "

Underwriters

").

The Shares were offered to the public in Canada by way of a prospectus supplement (the "

Prospectus

Supplement

") dated January 23, 2026, to the Company's short form base shelf prospectus dated

November 26, 2024, filed in all of the provinces of Canada except for Quebec. The Shares were also

offered by way of private placement in the United States and in offshore jurisdictions. The Offering

remains subject to final acceptance of the TSX Venture Exchange.

In connection with the Offering, the Underwriters were paid an aggregate cash commission of 6% on the

gross proceeds of the Offering, subject to reduced cash commissions in respect of the President's List.

The Company will use the net proceeds of the Offering for project development, exploration and resource

drilling and general corporate purposes.

The Offering constituted a related party transaction within the meaning of TSX Venture Exchange Policy

5.9 and Multilateral Instrument 61-101 -

Protection of Minority Security Holders in Special Transactions

("

MI 61-101

") as an insider of the Company purchased 7,350 Shares pursuant to the Offering. The

Company is relying on the exemptions from the 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 the Company is

not listed on a specified market and the fair market value of the participation in the Offering by the insider

does not exceed 25% of the market capitalization of the Company 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 Offering, which the Company deems reasonable in the circumstances in order

to complete the Offering in an expeditious manner.

The Shares have not been, nor will they be, registered under the United States Securities Act of 1933,

as amended (the "

U.S. Securities Act

"), and may not be offered or sold in the United States absent

registration or an applicable exemption from the registration requirements of the U.S. Securities Act.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall

there be any sale of the Shares in any State in which such offer, solicitation or sale would be unlawful.

About Lavras Gold Corp.

Lavras Gold Corp. (TSXV: LGC) (OTCQX: LGCFF) is a Canadian exploration company focused on

realizing the potential of its LDS Project situated in a highly prospective gold district in southern Brazil.

The LDS Project is located near the town of Lavras do Sul in Rio Grande do Sul, in Rio Grande do Sul

State of Brazil and is primarily an intrusive hosted gold system of possible alkaline affinity. More than 24

gold prospects centred on historic gold workings have been identified on the LDS Project properties,

which span more than 23,000 hectares. Follow Lavras Gold on

www.lavrasgold.com

, as well as on

LinkedIn

,

Twitter

, and

YouTube

.

On Behalf of Lavras Gold Corp.

"

Hemdat Sawh

"

Interim President & CEO, and CFO

For further information, please visit the Lavras Gold Corp. website at

www.lavrasgold.com

, or contact:

Hemdat Sawh, Interim President & CEO, and CFO

Phone: +1-289-624-1375

Email:

[email protected]

Website:

www.lavrasgold.com

X (Twitter):

@LavrasGold

LinkedIn:

https://www.linkedin.com/company/lavras-gold-corp

Disclaimer:

Neither TSX Venture 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.

Forward looking statements:

This news release includes certain "forward-looking information" within

the meaning of Canadian securities legislation and "forward-looking statements" within the meaning

of the United States Private Securities Litigation Reform Act of 1995 (collectively "forward looking

statements"). Forward-looking statements include predictions, projections and forecasts and are often,

but not always, identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate",

"forecast", "expect", "potential", "project", "target", "schedule", "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. All statements other than statements of historical fact

included in this release, are forward-looking statements that involve various risks and uncertainties,

including regarding the receipt of all necessary approvals, including final acceptance of the TSX

Venture Exchange. There can be no assurance that such statements will prove to be accurate and

actual results and future events could differ materially from those anticipated in such statements.

Forward-looking statements are based on a number of material factors and assumptions. Important

factors that could cause actual results to differ materially from Company's expectations include actual

exploration results, changes in project parameters as plans continue to be refined, results of future

resource estimates, future metal prices, availability of capital and financing on acceptable terms,

general economic, market or business conditions, uninsured risks, regulatory changes, defects in title,

availability of personnel, materials and equipment on a timely basis, accidents or equipment

breakdowns, delays in receiving government approvals, unanticipated environmental impacts on

operations and costs to remedy same, and other exploration or other risks detailed herein and from

time to time in the filings made by the Company with securities regulators. Although the Company has

attempted to identify important factors that could cause actual actions, events or results to differ from

those described in forward-looking statements, there may be other factors that cause such actions,

events or results to differ materially from those anticipated. There can be no assurance that forward-

looking statements will prove to be accurate and accordingly readers are cautioned not to place

undue reliance on forward-looking statements.

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR

DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit

https://www.newsfilecorp.com/release/282026