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Lincoln Gold Announces Non-Brokered Private Placement of Units and Flow Through Shares

Financings

Suite 400 – 789 West Pender Street

Vancouver, BC V6C 1H2

Tel: 604-688-7377

Web: www.lincolnmining.com

Lincoln Gold Announces Non-Brokered Private Placement of Units and Flow Through Shares

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN

THE UNITED STATES

VANCOUVER – April 21, 2022. Lincoln Gold Mining Inc. (“Lincoln” or the “Company”) (TSXV: LMG)

is pleased to announce a non -brokered private placement offering (the “Unit Private Placement”) of up

to 5,000,000 units of the Company (each, a “Unit”) at a price of $0.08 per Unit to raise gross proceeds of

up to $ 400,000. Net proceeds from the Unit Private Placement will be primarily used towards the mine

operations permitting process and the pre-feasibility study for the Company’s Pine Grove Gold Project in

Nevada, and for general working capital purposes.

Each Unit will consist of one common share in the capital of the Company (a “Common Share”) and one

half a Common Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the

holder, on exercise thereof, to purchase one additional Common Share (a "Warrant Share") at a price of

$0.18 per Warrant Share for a period of 24 months from the closing of the Unit Private Placement.

In addition, the Company announces a non-brokered private placement offering (the " Flow-Through

Private Placement", together with the Unit Private Placement, the " Offering") of Common Shares that

will qualify as “flow -through shares” within the meaning of subsection 66(15) of the Income Tax Act

(Canada) (the “Tax Act”) ("Flow-Through Shares") consisting of up to 3,000,000 Flow Through Shares

at a price of $0.10 per Flow-Through Share for gross proceeds of up to $300,000. Net proceeds from the

Flow-Through Private Placement will be used to incur eligible "Canadian exploration expenses" that are

"flow-through mining expenditures" (as such term is defined in the Tax Act) related to exploration expenses

at the Shawinigan nickel, copper and cobalt project located near Shawinigan, P.Q. There are no Common

Share purchase warrants attached to the Flow-Through Private Placement.

Closing of the Offering is subject to all necessary regulatory approvals including acceptance from the TSX

Venture Exchange. All securities issued in connection with the Offering will be subject to a four-month hold

period from the applicable closing date(s) under applicable Canadian securities laws, in addition to such

other restrictions as may apply under applicable securities laws of jurisdictions outside Canada. Certain

insiders of the Company may acquire Units or Flow-Through Shares under the Offering.

Finders’ fees may be payable in connection with the Offering and those qualified persons involved as

finders will receive a cash fee of up to 7% of the proceeds raised and such number of warrants (having

the same terms as the Warrants) equal to up to 7% of the total number of Units or Flow-Through Shares

sold, as applicable, in relation to subscribers introduced by any particular finder.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities

in the United States. The securities have not been and will not be registered under the United States

Securities Act of 1933, as amended (the " U.S. Securities Act") or any state securities laws and may not

be offered or sold within the Uni ted States or to, or for the account or benefit of, U.S. Persons unless

registered under the U.S. Securities Act and applicable state securities laws, unless an exemption from

such registration is available.

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About Lincoln

Lincoln Gold Mining Inc. is an advanced-stage gold mine exploration and development company holding

a 100% interest in the Pine Grove Gold Project, in the Walker Lane structural zone of western Nevada.

The Company has prepared a preliminary economic assessment of the Pine Grove Gold Project pursuant

to National Instrument 43-101 - Standards of Disclosure for Mineral Projects. Lincoln is working with the

U.S. Forest Service to secure the permits necessary to develop the Pine Grove Gold Project into a low -

cost heap leach operation with a high-grade gravity circuit.

Lincoln also owns an interest in a joint venture in respect of the Oro Cruz Gold Property in California.

Lincoln’s joint venture partner is advancing the Oro Cruz Gold Property towards further exp loration,

development and production.

Lincoln is developing exploration plans for the Shawinigan Pro perty in Quebec to evaluate the copper,

nickel and cobalt opportunities at the project.

Lincoln holds its interests in the US projects through its wholly owned subsidiaries, Lincoln Resource

Group Corp. and Lincoln Gold US Corporation, both Nevada corporations.

For more information, please contact Paul Saxton, President and CEO of the Company.

On behalf of Lincoln Gold Mining Inc.

Paul Saxton

President and CEO, Lincoln Gold Mining Inc.

Tel: (604) 688-7377

Email: [email protected]

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

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.

All statements, trend analysis and other information contained in this press release relative to markets about

anticipated future events or results constitute forward-looking statements. All statements, other than statements of

historical fact, included he rein, including, without limitation, statements relating to the Offering and the securities

issuable thereunder, the use of proceeds from the Offering and the payment of finder's fees, are forward -looking

statements. Forward- looking statements are subject to business and economic risks and uncertainties and other

factors that could cause actual results of operations to differ materially from those contained in the forward- looking

statements. Important factors that could cause actual results to differ materially from Lincoln’s expectations include

failure of the Offering to be arranged on the proposed terms or at all; unanticipated delays in obtaining or failure to

obtain regulatory or stock exchange approvals for the Offering; fluctuations in commodity pr ices and currency

exchange rates; uncertainties relating to interpretation of drill results and the geology, continuity and grade of mineral

deposits; the need for cooperation of government agencies and native groups in the exploration and development

of properties and the issuance of required permits; the need to obtain additional financing to develop properties and

uncertainty as to the availability and terms of future financing; the possibility of delay in exploration or development

programs and uncertainty of meeting anticipated program milestones; and uncertainty as to timely availability of

permits and other governmental approvals. Forward -looking statements are based on estimates and opinions of

management at the date the statements are made. Lincoln does not undertake any obligation to update forward -

looking statements except as required by applicable securities laws. Investors should not place undue reliance on

forward- looking statements.