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Lincoln Gold Announces Warrant Repricing and Extension

Share Capital & Compensation

Suite 400 – 789 West Pender Street

Vancouver, BC V6C 1H2

Tel: 604-688-7377

Web: www.lincolnmining.com

Lincoln Gold Announces Warrant Repricing and Extension

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

THE UNITED STATES

VANCOUVER – April 11, 2022. Lincoln Gold Mining Inc. (“Lincoln” or the “Company”) (TSXV: LMG)

announces that, subject to the approval of the TSX Venture Exchange, Lincoln intends to proceed with a

repricing and extension of certain outstanding common share (each, a “Share”) purchase warrants (the

“Warrants”) of the Company.

Warrant Repricing and Extension

The Company intends to reprice an aggregate of 10,881,038 Warrants and extend the expiry date of an

aggregate of 4,512,372 Warrants as follows:

Number of

Warrants

Outstanding

Issue Date Original Exercise

Price

Original Expiry

Date

New Exercise

Price

New Expiry

Date

1,342,190(1) January 26, 2018 $0.80(1) April 26, 2022 $0.08 January 26, 2023

142,000(1) February 20, 2018 $0.80(1) April 26, 2022 $0.08 February 20, 2023

600,000(1) May 30, 2018 $0.80(1) April 26, 2022 $0.08 May 30, 2023

2,428,182 August 13, 2020 $0.15 August 13, 2022 $0.08 June 4, 2023

2,768,666 June 4, 2021 $0.25 June 4, 2023 $0.08 No Change

3,600,000 July 20, 2021 $0.25 July 20, 2024 $0.08 No Change

Note:

(1) Figures adjusted pursuant to a 10:1 consolidation made effective on September 24, 2019.

In connection with the repricing and in addition to the extension of the Warrants listed above, the terms of

the Warrants will be amended to include an accelerated expiry clause such that the exercise period of the

Warrants will be reduced to 30 days if, for any ten consecutive trading days during the unexpired term of

the Warrants, the closing price of the Shares exceeds the new exercise price of the Warrants by 25% or

more. The 30-day expiry period will commence on the day that the Company disseminates a press release

announcing the accelerated expiry period.

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.

2

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 ex ploration,

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 herein, including, without limitation, statements relating to the

extension and repricing of the Warrants 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 unanticipated

delays in obtaining or failure to obtain regulatory or stock exchange approvals for the extension and

repricing of the Warrants and delays in obtaining or failure to obtain warrantholder consent for the

repricing of the Warrants . 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.