Vancouver, British Columbia–(Newsfile Corp. – February 4, 2026) – Lode Gold Resources Inc (TSXV: LOD) (the “Company” or “Lode Gold”) is pleased to provide an update on the previously announced conditional approval from the Canadian Stock Exchange (“CSE”) for the listing of the Company’s subsidiary 1475039 B.C. Ltd (“Gold Orogen”) on the CSE by way of a court approved plan of arrangement (the “Arrangement”) under the provisions of the Business Corporations Act (British Columbia) concurrent with the reverse-take-over (“RTO”) of CSE-listed Great Republic Mining (CSE: GRM). The assets of Gold Orogen are described below in the “About Gold Orogen (1475039 B.C. Ltd.)” section.
The concurrent closings of the Arrangement and RTO are anticipated on Wednesday, February 11, 2026 (the “Effective Date”), with the receipt of CSE final approval expected imminently thereafter. Registered shareholders of Lode Gold will be entitled to receive a distribution of 0.5739 shares of Gold Orogen for each common share of Lode Gold held as of the day before the Effective Date.
Gold Orogen, as the resulting issuer of the RTO, will trade on the CSE under the symbol “OROG”. It is anticipated OROG shares will commence trading approximately 3 business days after receipt from the CSE of final approval for the listing of Gold Orogen.
None of the securities to be issued pursuant to the Arrangement have been or will 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. Any securities issued pursuant to the Arrangement are anticipated to issued in reliance upon available exemptions from such registration requirements pursuant to section 3(a)(10) of the U.S. Securities Act and similar exemptions under applicable securities laws of any state in the United States. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
About Lode Gold
Lode Gold has key assets in Canada and United States.
Fremont Gold Project (Fremont Gold Mining LLC) is a brownfield project in Mariposa, California with 43,000 m drilled, 8,000 channel samples, 14 adits and 2 shafts. Mining halted in 1942 due to a gold mining prohibition during WW II. It was mined at 10.7 g/t when price was gold was $35 per oz. PEA was completed (link) in 2023. The PEA was based on 1M oz (M&I) and 2M (Inferred). MRE (link) was updated in 2025; 92% of the ounces were left unmined. Average true widths at 1g/t cut off is 53m. Project sits on > 3,000 acres of 100% owned private and patented land which is designated as OZ, Trump Administration Opportunity Zone (Special Tax Incentives).
Dingman Property is an orogenic deposit in Ontario, Canada with over 22,000 m drilled, and a 2013 PEA, MRE (link to report) : 376,000 oz (M&I) and 47,000 oz (Inferred).
About Gold Orogen (1475039 B.C. Ltd.)
Gold Orogen is an early-stage exploration pure play with quality assets in the Yukon and New Brunswick, Canada. Optionality exists as assets are diversified on two mineral belts that are known to have prolific gold endowment.
The New Brunswick assets, McIntyre Brook and Riley Brook, sit on a highly prospective belt that has seen many exciting discoveries including Dalradian, New Found Gold and Calibre Mining. Kinross-Puma surrounds McIntyre Brook. A 19.9% strategic partner was brought in and a joint venture was formed to create one of the largest land packages in New Brunswick with mineral rights spanning 445km2.
In the Yukon, Golden Culvert/WIN sits on the southern end of the Tombstone Belt which in recent years has seen extensive exploration success. It has Reduced Intrusion (RIRGS) targets and sedimentary hosted orogenic mineralization. Over 4,500 m has been drilled with 50 gram/meter intercepts.
Qualified person
The technical information contained in this press release was reviewed and approved by Gary Wong, PEng, vice-president, exploration, of Lode Gold, designated as a qualified person under National Instrument 43-101.
ON BEHALF OF THE COMPANY
Wendy T. Chan
CEO & Director
Cautionary Statement Regarding Forward-Looking Information
Neither the 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.
This news release includes “forward-looking statements” and “forward-looking information” within the meaning of Canadian securities legislation. All statements included in this news release, other than statements of historical fact, are forward-looking statements including, without limitation, statements with respect to the use of proceeds, advancement and completion of resource calculation, feasibility studies, and exploration plans and targets. Forward-looking statements include predictions, projections and forecasts and are often, but not always, identified by the use of words such as “anticipate”, “believe”, “plan”, “estimate”, “expect”, “potential”, “target”, “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.
Forward-looking statements are based on a number of assumptions and estimates that, while considered reasonable by management based on the business and markets in which the Company operates, are inherently subject to significant operational, economic, and competitive uncertainties, risks and contingencies. These include assumptions regarding, among other things: the status of community relations and the security situation on site; general business and economic conditions; the availability of additional exploration and mineral project financing; the supply and demand for, inventories of, and the level and volatility of the prices of metals; relationships with strategic partners; the timing and receipt of governmental permits and approvals; the timing and receipt of community and landowner approvals; changes in regulations; political factors; the accuracy of the Company’s interpretation of drill results; the geology, grade and continuity of the Company’s mineral deposits; the availability of equipment, skilled labour and services needed for the exploration and development of mineral properties; and currency fluctuations.
There can be no assurance that forward-looking 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 a deterioration of security on site or actions by the local community that inhibits access and/or the ability to productively work on site, actual exploration results, interpretation of metallurgical characteristics of the mineralization, changes in project parameters as plans continue to be refined, future metal prices, availability of capital and financing on acceptable terms, general economic, market or business conditions, uninsured risks, regulatory changes, delays or inability to receive required approvals, business disruptions, and other exploration or other risks detailed herein and from time to time in the filings made by the Company with securities regulators, including those described under the heading “Risks and Uncertainties” in the Company’s most recently filed MD&A. The Company does not undertake to update or revise any forward-looking statements, except in accordance with applicable law.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/282751
Source: Lode Gold Resources Inc.
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