Winshear Enters Earn-IN Agreement ON the Thunder BAY GOLD Project, Nw Ontario

WINSHEAR ENTERS EARN-IN AGREEMENT ON THE THUNDER BAY GOLD PROJECT, NW

ONTARIO

Vancouver, May 22, 2025

Winshear Gold Corp. (TSXV: WINS) (‘Winshear’ or the ‘Company’) is pleased to announce that,

subject to the approval of the TSX Venture Exchange (the ‘ TSX-V’), it has entered into an

agreement whereby the Company can earn a 100% interest in the 360km2 Thunder Bay Gold

Project (‘TBGP’), located immediately Northeast of Thunder Bay (Map 1).

Overview of the Thunder Bay Gold Project:

 Eastern extension of the Archaean age Shebandowan greenstone belt;

 Very little historic exploration conducted in the TBGP area;

 Potential for orogenic gold, volcanogenic massive sulphides, and nickel–copper–

cobalt sulphide deposits;

 Evidence of geological structural setting similar to other gold-endowed Abitibi

greenstone belts in Ontario (Map 2).

 Historic reports indicate the presence of high-grade gold mineralisation (>1 oz/T Au)

at the Gold Hill and Eldorado prospects (described below).

Map 2 is a total field magnetic plot (OGS 1991 data) showing regional structural architecture

including the Thunder Bay Fault, Kingfisher Fault and associated bridging structures.

Magnetic low anomalies coincide with some of the regional structures, interpreted as

possible magnetite destruction from extensive hydrothermal alteration and considered

indicative of a large scale orogenic gold system.

Richard Williams, CEO of Winshear commented: “It is remarkable that this area has

received so little historic mineral exploration, given its location close to Thunder Bay and the

Trans-Canada Highway. The Ontario Government’s MLAS website indicates very few reports

of previous work and only 15 drill holes in the 360 square kilometres of highly prospective

greenstone belt covered by the claims. ”

Terms of the Agreement

To earn a 100% interest in the TBGP , the Company must complete the following:

 Issue 1,000,000 common shares of the Company to the Vendors over a four year

period, as follows; 200,000 shares on receipt of TSX-V approval, and 200,000 shares

on each of the first, second, third, and fourth anniversaries of receipt of TSX-V

approval;

 Spend $2,000,000 on exploration on the TBGP over the four year period after receipt

of TSX-V approval, with a minimum expenditure of $250,000 within the first 6 months,

and additional expenditures of $250,000 on or before the 2 nd anniversary, $500,000

on or before the 3rd anniversary and $1,000,000 on or before the 4th anniversary.

Royalty and Advance Royalty Payments

Upon completion of the earn-in agreement the Vendors will retain a 2% Net Smelter Returns

Royalty (“NSR”) on the TBGP . The Company has the right to purchase 50% of the NSR for

$500,000 prior to the fourth anniversary of receipt of TSX-V approval, and the right to

purchase the remaining 50% of the NSR for $5,000,000 before the 15th anniversary of receipt

of TSX-V approval.

Additionally, the Company will pay $50,000 in cash and / or shares at the Company’s election

to the Vendors on the 5th to 9th anniversaries of TSX-V approval, and $60,000 per year on the

10th to 14 th anniversaries of TSX-V approval. Any advance royalty payments made will be

deducted from the purchase price of the remaining royalty. If the Company elects not to

purchase the remaining royalty before the 15 th anniversary, the Company will make a

payment of $500,000 to the Vendors.

The Gold Hill Target

The Gold Hill Target is located at the western end of the project area. A Noranda report by

Thomson (1989) describes numerous high grade gold veins occurring at the historic

Thunderhead, Lakehead and Gorham Gold Mines located immediately to the north of the

Thunder Bay Gold Project. These include values of:

 21.6 g/T Au across 0.76m for a length of 59.5m

 24.5 g/T Au across 0.55m for a length of 76.3m

 20.6 g/T Au across 0.6m for a length of 105m

 11.0 g/T Au across 1.1m for a length of 85.4m

 40 ton bulk sample assayed 20.6 g/T Au (1980)

Thomson concludes: ‘A structural zone consisting of multiple shears with numerous gold

bearing quartz veins trends through the Gorham properties… gold mineralization occurs

along a strike length of 8 km within this structural zone which is at least 500m in width.

Previous work has been focused only upon the limits of vein exposures originally uncovered

in the 1930s and 40s and has not attempted detailed prospecting or stripping to locate

economic widths along strike or to identify additional veins structures which might have

economic potential. 1

The Eldorado Target

The Eldorado Target is located at the eastern end of the project area.

Ontario Geological Survey Report OFR5719 describes the Eldorado Target: ‘The highest

values for gold were obtained from grab samples of sulfide vein material from the Nelson

Road Quarry area. The high-grade material yielded up to 4 oz/t (137 g/T Au) (Bill Hayne,

personal communication - assay by Noranda Exploration). Samples by the author yielded

assays as high as 1.06 oz/t (36 g/t) gold. These sulfide veins contain pyrite, sphalerite,

arsenopyrite and galena. 1

Numerous other gold and critical mineral occurrences are documented in the Eldorado

Target area with values up to 15% Zinc and 3% Arsenic.

Notes

1. (https://prd-0420-geoontario-0000-blob-cge0eud7azhvfsf7.z01.azurefd.net/lrc-

geology-documents/publication/OFR5719/OFR5719.pdf)

2025 Work Program

The Company plans to commence regional geochemical prospecƟng including Ɵll sampling as

soon as prac Ɵcable to iden Ɵfy priority areas for follow up. Results will be presented when

received.

Qualified Person

J. Patricio Varas, P .Geo, a Qualified Person as defined by National Instrument 43-101

Standards of Disclosure for Mineral Projects, has read and approved all technical and

scientific information contained in this news release. Mr. Varas acts as President and is a

technical advisor for Winshear Gold. He has not verified the sample data presented in this

news release and as part of future exploration on the Project, new sampling will be

conducted in order to verify historical exploration data.

About Winshear Gold Corp.

Winshear Gold Corp. is a Canadian-based minerals exploraƟon company.

For more informa Ɵon, please contact Irene Dorsman at +1 (604) 200 7874 or visit

www.winshear .com

ON BEHALF OF THE BOARD OF DIRECTORS

“Richard D. Williams”

Richard Williams, CEO

Neither the TSX Venture Exchange nor its RegulaƟon 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.

CauƟons Regarding Forward-Looking Statements

This news release includes certain statements and informaƟon that may contain forward-looking informaƟon within

the meaning of applicable Canadian securi Ɵes laws. All statements in this news release, other than statements of

historical facts, are forward-looking statements and contain forward-looking informaƟon.

Generally, forward-looking informaƟon can be idenƟfied by the use of forward-looking terminology such as

"intends" or "anƟcipates", or variaƟons of such words and phrases or statements that certain acƟons, events or

results "may", "could", "should", "would" or "occur". Forward-looking statements are based on the opinions and

esƟmates of management as of the date such statements are made and they are subject to known and unknown

risks, uncertainƟes and other factors that may cause the actual results, level of acƟvity, performance or

achievements of the Company to be materially different from those expressed or implied by such forward-looking

statements or forward-looking informaƟon, including the risks normally associated with mineral exploraƟon.

Although management of the Company has aƩempted to idenƟfy important factors that could cause actual results

to differ materially from those contained in forward-looking statements or forward-looking informaƟon, there may

be other factors that cause results not to be as anƟcipated, esƟmated or intended. There can be no assurance that

such statements will prove to be accurate, as actual results and future events could differ materially from those

anƟcipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements

and forward-looking informaƟon. The Company does not undertake to update any forward-looking statements or

forward-looking informaƟon that are incorporated by reference herein, except in accordance with applicable

securiƟes laws.