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Lincoln Gold Announces Closing of Second Tranche of Private Placement Financing and Provides Corporate Update

Source: TheNewsWire

(TheNewswire)


Vancouver, BC, August 14, 2025 – TheNewswire - Lincoln Gold Mining Inc.  (TSX.V: LMG)(“Lincoln Gold” or the “Company”) ispleased to announce that, further to its news releases dated June 5,2025, July 9, 2025, and July 16, 2025, the Company has closed thesecond tranche (the “ SecondTranche ”) of its previously announcednon-brokered private placement financing for gross proceeds of $11,250through the issuance of 75,000 units of the Company (each, a“ Unit ”) at a price of $0.15 per Unit (the “ Private Placement ”). Following closing of the Second Tranche, the Companyhas elected to discontinue the balance of the PrivatePlacement.

Each Unit consists of one common share in the capitalof the Company (a “ CommonShare ”) and one-half of one non-transferableCommon Share purchase warrant (each whole warrant, a “ Warrant ”). EachWarrant entitles the holder to purchase one additional Common Share ata price of $0.35 for a period of 24 months from the date of issuancethereof.

The Company intends to use the proceeds from the SecondTranche for general administrative expenses.

Paul Saxtoncomments , “In light of theCompany’s upcoming annual general meeting in response to therequisition by certain shareholders, the Company was limited toclosing only a small portion of the Private Placement prior to therecord date of July 16, 2025 following objections made by therequisitioning shareholders. With potential investors uncertain as tothe future management of the Company, we have elected to proceed witha limited Second Tranche closing and to discontinue the balance of thePrivate Placement.”

All securities issued pursuant to the Second Trancheare subject to a hold period of four months and one day from the dateof issuance in accordance with applicable securities laws. Nofinder’s fees were paid in connection with the financing.

None of the securities sold under the Second Tranchehave been and will not be registered under the United StatesSecurities Act, as amended, and no such securities may be offered orsold in the United States absent registration or an applicableexemption from the registration requirements. This news release shallnot constitute an offer to sell or the solicitation of an offer to buynor shall there be any sale of the securities in the United States orany jurisdiction in which such offer, solicitation or sale would beunlawful.

The Second Tranche remains subject to the finalapproval of the TSX Venture Exchange.

Corporate Update

In connection with the Company’s acquisition of theBell Mountain Gold/Silver project from Eros Resources Corp. (nowTrident Resources Corp.) (“ Trident ”) which closed on January 6, 2025,the Company issued 3,000,000 common shares in the capital of theCompany (“ Common Shares ”) onclosing, with an obligation to issue an additional 1,500,000 CommonShares on the condition that the Company have at least 28,500,000Common Shares outstanding. The Company elected to waive this conditionand accelerate the share issuance such that on March 12, 2025, theCompany issued 1,500,000 Common Shares to Trident, satisfying itsfinal payment obligations pursuant to the acquisition.

Additionally, the Company announces that on August 13,2025, a total of 1,885,000 stock options (" Options ") weregranted to certain directors, officers and consultants of the Company,pursuant to the Company's stock option plan. The Options areexercisable for a term of five years at an exercise price of $0.215per Option.

About Lincoln Gold Mining Inc.:

Lincoln Gold is a Canadian precious metals developmentand exploration company headquartered in Vancouver, BC. The Companyholds interest in the Bell Mountain gold-silver property that is fullypermitted and moving to production and a second larger project, thePine Grove gold property which is in the final stages of permitting.The two gold projects are within 61 air miles of each other, locatedin the highly prospective Walker Lane mineral belt, known for itsnumerous gold and silver deposits. Lincoln is committed to maintainingsteady and robust progress towards its goal of becoming a mid-tiergold producer.

Lincoln Gold MiningInc .

“PaulSaxton

President & CEO

Phone 604 688 7377

Direct 604 961 5252

Email: saxton@lincolnmining.com

Neither the TSXVenture Exchange nor its Regulation Services Provider (as that term isdefined in the policies of the TSX Venture Exchange) acceptsresponsibility for the adequacy or accuracy of thisrelease.

Cautionary NoteRegarding Forward-Looking Statements

This release includes certainstatements and information that may constitute forward-lookinginformation within the meaning of applicable Canadian securities laws.Forward-looking statements relate to future events or futureperformance and reflect the expectations or beliefs of management ofthe Company regarding future events. Generally, forward-lookingstatements and information can be identified by the use offorward-looking terminology such as "intends" or"anticipates", or variations of such words and phrases orstatements that certain actions, events or results "may","could", "should", "would" or"occur". This information and these statements, referred toherein as "forward?looking statements", are not historicalfacts, are made as of the date of this news release and includewithout limitation, statements regarding discussions of future plans,estimates and forecasts and statements as to management'sexpectations and intentions with respect to, among other things: thereceipt of regulatory approvals with respect to final approval of theSecond Tranche.

These forward?looking statementsinvolve numerous risks and uncertainties and actual results mightdiffer materially from results suggested in any forward-lookingstatements. These risks and uncertainties include, among other things:delays in obtaining or failure to obtain required regulatory approvalsfor the Second Tranche, that the Company will not use the proceeds ofthe Second Tranche as currently anticipated, and that management willnot be able to deliver positive outcomes for all shareholders.

In making the forward-lookingstatements in this news release, the Company has applied severalmaterial assumptions, including without limitation, that the Companywill receive regulator approval with respect to the Second Tranche andthat the Company will use the proceeds of the Second Tranche ascurrently anticipated.

Although management of the Companyhas attempted to identify important factors that could cause actualresults to differ materially from those contained in forward-lookingstatements or forward-looking information, there may be other factorsthat cause results not to be as anticipated, estimated or intended.There can be no assurance that such statements will prove to beaccurate, as actual results and future events could differ materiallyfrom those anticipated in such statements. Accordingly, readers shouldnot place undue reliance on forward-looking statements andforward-looking information. Readers are cautioned that reliance onsuch information may not be appropriate for other purposes. TheCompany does not undertake to update any forward-looking statement,forward-looking information or financial out-look that areincorporated by reference herein, except in accordance with applicablesecurities laws. We seek safe harbor.

NOT FORDISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR
FORDISSEMINATION IN THE UNITED STATES

Copyright (c) 2025 TheNewswire - All rights reserved.

Lincoln Gold Mining Inc.

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