Lincoln Gold Closes Convertible Note Unit Issuance

(TheNewswire)

Vancouver, BC, October 9, 2025 – TheNewswire - Lincoln Gold Mining Inc. (TSX.V: LMG)(“Lincoln Gold” or the “Company”) is pleased toannounce that it has closed the previously announced convertible noteunit (the " NoteUnits ") issuance for gross proceeds of C$200,000.00 to IanRogers (the " NoteHolder "). Each Note Unit is comprised of one unsecuredconvertible debenture of the Company (each, a " Note "), and such number ofcommon share purchase warrants in the capital of the Company(" Warrants ") equalto the Principal (as hereinafter defined) divided by the ConversionPrice (as hereinafter defined), being 1,000,000 Warrants. Each Warrantis exercisable into one common share in the capital of the Company (a“ Common Share ”) at anexercise price of C$0.20 for a period of 36 months from the date ofissuance.

The Notes have a maturity date (the “ Maturity Date ”) of 36 months from the date of issuance,unless previously converted in accordance with the terms of the Notes.From and after the date of issue of the Notes until the Maturity Date,any principal amount (the “ Principal ”) may be converted, at the option of the Noteholder, into Common Shares at a conversion price of C$0.20 per CommonShare (the " ConversionPrice "). A maximum of 1,000,000 Common Shares will beissuable assuming the full Principal amount is converted.

Interest on the Notes accrue at a rate of 18% per annum (the “ Interest ”), payable at maturity ofthe Notes. Subject to the approval of the Exchange, the Company mayelect to convert any portion of the accrued and outstanding Interestinto Common Shares, which will be issued at the closing price of theCommon Shares on the Exchange on the last trading day immediatelyprior to the announcement of such conversion.

Within 10 days of the Maturity Date, the Note Holder may elect, at hissole option, to have the then outstanding Principal repaid in cash orconverted into Common Shares, in accordance with the terms of the Noteand by providing the Company with written notice of such election.

The Company intends to use the proceeds from the issuance of the NoteUnits to complete the required mineral lease, Bureau of LandManagement and other payments in connection with the Company’soperations in Nevada, and for immediate working capital purposes. Nofinder’s fees were paid in connection with the issuance of the NoteUnits.

All securities issued in connection with the issuance of the NoteUnits are subject to a four-month hold period from the date of issueunder applicable Canadian securities laws and the policies of theExchange.

The Exchange’s policies require disinterested shareholder approvalwhere a transaction creates a new ‘Control Person’, as defined inthe policies of the Exchange. Ian Rogers currently has beneficialownership, and control and direction of, a total of 4,942,000 CommonShares, representing 20.70% of the issued and outstanding

Common Shares. Accordingly, the Company is required to obtaindisinterested shareholder approval prior to completing the issuance ofthe Note Units. The Company has received an exemption from theExchange to allow for the issuance of the Note Units to be completedprior to obtaining disinterested approval. However , Mr. Rogers is restricted from converting the Notes orexercising the Warrants to the extent that doing so would result inhim holding greater than 19.99% of the Common Shares at the time ofconversion or exercise, until disinterested approval from theCompany’s shareholders and Exchange approval for the creation of anew Control Person has been obtained.

Related Party Disclosure

Ian Rogers is a director of the Company and accordingly, the Offeringconstituted a “related party transaction” as defined under Multilateral Instrument 61-101 –Protection of Minority Security Holders in Special Transactions (“ MI 61-101 ”). The Company relied onthe exemptions for the formal valuation and minority shareholderapproval requirements of MI 61-101 contained in sections 5.5(b) and5.7(1)(a) of MI 61-101, as no securities of the Company are listed ona specified market and neither the fair market value of the Notes andWarrants or the consideration paid therefore exceed 25% of theCompany’s market capitalization, as determined in accordance with MI61-101.

Early Warning Disclosure

Ian Rogers acquired Notes in the principal amount of C$200,000, and1,000,000 Warrants. As of the date of this news release, Mr. Rogers has beneficial ownership and control and direction of 4,942,000 Common Shares,representing 20.70% of the issued and outstanding Common Shares, basedon there being 23,872,164 Common Shares issued and outstanding as ofthe date hereof. Mr. Rogers continues to hold the same number ofCommon Shares, but will be entitled to obtain an additional 2,000,000Common Shares upon the conversion of the Notes and exercise of theWarrants in full. After giving effect to the conversion of the Notesand exercise of the Warrants in full, Mr. Rogers would have beneficialownership, and control and direction of, a total of 6,942,000 CommonShares, representing 26.8% of the issued and outstanding Common Sharesafter giving effect to the conversion and exercise, assuming nofurther Common Shares have been issued. As such, Mr. Rogers will notbe able to convert any portion of the Notes or exercise any Warrantsthat would result in him holding (directly or indirectly) over 19.99%of the issued and outstanding Common Shares (after giving effect tosuch exercise), unless requisite shareholder and Exchange approvalshave been obtained.

An early warning report in respect of the Company will be filed by IanRogers with applicable Canadian securities regulatory authorities andwill be available on SEDAR+ ( www.sedarplus.ca ) under theCompany's issuer profile. To obtain copies of the early warningreport once filed by Ian Rogers, please contact Mr. Rogers using theemail address or phone number provided below.

The Notes and Warrants have been acquired by Ian Rogers for investmentpurposes. Depending on market conditions and other factors, Mr. Rogersmay, from time to time, acquire additional Common Shares, Common Sharepurchase warrants or other securities of the Company or dispose ofsome or all of the securities in the Company that it owns at suchtime. In addition, as a director, Mr. Rogers is eligible to receive,and may receive, stock options of the Company pursuant to theCompany’s stock option plan.

About Lincoln Gold Mining Inc.:

Lincoln Gold is a Canadian precious metals development and explorationcompany headquartered in Vancouver, BC. The Company holds interest inthe Bell Mountain gold-silver property that is fully permitted andmoving to production and a second larger project, the Pine Grove goldproperty which is in the final stages of permitting. The two goldprojects are within 61 air miles of each other, located in the highlyprospective Walker Lane mineral belt, known for its numerous gold andsilver deposits. Lincoln is committed to maintaining steady and robustprogress towards its goal of becoming a mid-tier gold producer.

Lincoln Gold Mining Inc .

Ian Rogers, Chair of the Board Phone: 604-688-7377

Email: info@lincolnmining.com

Paul Saxton, President & Chief Executive Officer Phone: 604-688-7377

Email: saxton@lincolnmining.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX VentureExchange) accepts responsibility for the adequacy or accuracy of thisrelease.

The securities offered have not been registered under the U.S.Securities Act of 1933, as amended (the “U.S. Securities Act”),and may not be offered or sold in the United States or to “U.S.Persons” (as such terms are defined in Regulation S under the U.S.Securities Act) absent registration under the U.S. Securities Act andall applicable U.S. state securities laws or in compliance withapplicable exemptions therefrom. This news release shall notconstitute an offer to sell or the solicitation of an offer to buy norshall there be any sale of the securities in any State in which suchoffer, solicitation or sale would be unlawful.

Cautionary Note Regarding Forward-Looking Statements

This news release contains“forward-looking information” within the meaning of applicableCanadian securities legislation. “Forward-looking information” includes, but is not limited to, statements with respect to the activities, events or developments that the Company expects or anticipates will or may occur in the future, including approval of Ian Rogers as a Control Personand the use of proceeds from the issuance of the Note Units.

Generally, but not always,forward-looking information and statements can be identified by theuse of words such as “plans”, “expects”, “is expected”,“budget”, “scheduled”, “estimates”, “forecasts”,“intends”, “anticipates”, or “believes” or the negativeconnotation thereof or variations of such words and phrases or statethat certain actions, events or results “may”, “could”,“would”, “might” or “will be taken”, “occur” or “beachieved” or the negative connation thereof. Such forward-lookinginformation and statements are based on numerous assumptions,including among others, the use of proceeds from the issuance of theNote Units.

Although the assumptions made by theCompany in providing forward-looking information or makingforward-looking statements are considered reasonable by management atthe time, there can be no assurance that such statements willprove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Importantfactors that could cause actual results to differ materially from theCompany’s plans or expectations include that the Company will not use the proceeds from the issuance of the Note Units as stated herein, and the inability to obtain Exchange or shareholder approval for the creation of a newControl Person.

Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information or implied by forward-looking information, there may be other factors that cause results not to be asanticipated, estimated or intended. There can be no assurance thatforward-looking information and statements will prove to be accurate,as actual results and future events could differ materially from thoseanticipated, estimated or intended. Accordingly, readers should notplace undue reliance on forward-looking statements or information. Forward-looking statements regarding Lincoln Gold and its proposed business activities are

Subject to a number of risks, including those risks disclosed in the Company’s continuous disclosure materials accessible on SEDAR+ ( www.sedarplus.ca ).

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