Lincoln to Settle Debt

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Suite 400 – 789 West Pender Street

Vancouver, BC V6C 1H2

Tel: 604-688-7377

Web: www.lincolnmining.com

LINCOLN TO SETTLE DEBT

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

UNITED STATES

VANCOUVER – May 3, 2023. Lincoln Gold Mining Inc. (“Lincoln” or the “Company”) (TSXV: LMG)

announces that, subject to regulatory approval, it intends to settle up to $3,007,290 of debt through debt

settlement agreements, by issuing $0.17 units (the “Debt Units”) of the Company, each Debt Unit being

comprised of one common share of the Company and one common share purchase warrant (the “Debt

Unit Warrants”), with each Debt Unit Warrant being exercisable for an additional common share of the

Company at $0.35 for 36 months.

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 holds its interests in the US projects through its who lly 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]

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.

Cautionary Note Regarding Forward-Looking Statements

This news release contains forward -looking statements relating to the effective date of the Consolidation, the

number of common shares outstanding following the Consolidation, the treatment of fractional shares in the

Consolidation, measures to be taken by shareholders with regard to post-consolidated common shares and other

statements relating to the Consolidation that are not historical facts. Forward -looking statements are often

identified by terms such as "will", "may", "should", "anticipate", "expects" and similar expressions. All statements

other than statements of historical fact, included in this release are forward -looking statements that involve risks

and uncertainties. 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. Important factors that could

cause actual results to differ materially from the Company's expectations include those relating to the Company’s

ability to complete the Consolidation, the Company not being able to obtain the Exchange's final confirmation of

the Consolidation, the number of post -Consolidation common shares being different from the number set out

herein and the treatment of fractional shares in the Consolidation being different from what is set out herein an d

other risks detailed from time to time in the filings made by the Company with securities regulators.

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The reader is cautioned that assumptions used in the preparation of any forward -looking information may prove

to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a

result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the

control of the Company, including, without limitation, the Company not being able to obtain the Exchange's final

confirmation of the Consolidation. The reader is cautioned not to place undue reliance on any forward -looking

information. Such information, although considered reasonable by management at the time of preparation, may

prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements

contained in this news release are expressly qualified by this cautionary statement. The forward -looking

statements contained in this news release are made as of the date of this news release and the Company will not

update or revise publicly any of the included forward - looking statements unless as expressly required by

applicable law.