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Finders’ Fees consisting of $2,940 in cash commission and 21,000 non-transferable finders’ warrants were paid in connection with the Offering.  Each finder’s warrant entitles the holder to acquire one common share at $0.20 cents per share over a 24-month period.  

The net proceeds raised from the Offering will be used to advance the high-grade El Potrero gold-silver project in Durango, Mexico, for project evaluations, and for general working capital.

Insiders of the Company participated in the first tranche, subscribing for a total of 600,000 units and gross proceeds of $84,000.  The participation of the insiders in the Offering will constitute a related-party transaction for the purposes of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions).  The Company is exempt from the requirements to obtain a formal evaluation or minority shareholder approval in connection with the insider participation in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of the securities issued, nor the fair market value of the consideration for the securities issued will exceed 25 per cent of the company’s market capitalization as calculated in accordance with MI 61-101.  

All securities to be issued will be subject to a four-month hold period from the date of issuance and subject to TSX Venture Exchange approval.  The securities offered have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.

The Company expects to complete the second and final tranche of the Offering by January 30, 2026.

About the Potrero Property

El Potrero is located in the prolific Sierra Madre Occidental of western Mexico and lies within 35 kilometres of four operating mines, including the 4,000 tonnes per day (tpd) Ciénega Mine (Fresnillo), the 1,000 tpd Tahuehueto Mine (Luca Mining) and the 250 tpd Topia Mine (Guanajuato Silver).

High-grade gold-silver mineralization occurs in a low sulphidation epithermal breccia vein system hosted within andesites of the Lower Volcanic Series and has three historic mines along a 500 metre strike length.  The property has been in private hands for almost 40 years and has never been systematically explored by modern methods, leaving significant exploration potential.

A previously operational 100 tpd plant on site can be refurbished / rebuilt and historic underground mine workings rehabilitated at relatively low cost in order to achieve near-term production once permits are in place. The property is road accessible with a power line within three kilometres.  

Pinnacle will earn an initial 50% interest immediately upon commencing production.  The goal would then be to generate sufficient cash flow with which to further develop the project and increase the Company’s ownership to 100% subject to a 2% NSR.  If successful, this approach would be less dilutive for shareholders than relying on the equity markets to finance the growth of the Company.

About Pinnacle Silver and Gold Corp.

Pinnacle is focused on the development of precious metals projects in the Americas.  The high-grade Potrero gold-silver project in Mexico’s Sierra Madre Belt hosts an underexplored low-sulphidation epithermal vein system and provides the potential for near-term production. In the prolific Red Lake District of northwestern Ontario, the Company owns a 100% interest in the past-producing, high-grade Argosy Gold Mine and the adjacent North Birch Project with an eight-kilometre-long target horizon.  With a seasoned, highly successful management team and quality projects, Pinnacle Silver and Gold is committed to building long-term, sustainable value for shareholders.

Signed: ‘Robert A. Archer’

President & CEO

For further information contact:

Email:        info@pinnaclesilverandgold.com

Tel.:  +1 (877) 271-5886 ext. 110

Website: www.pinnaclesilverandgold.com

 

Neither the TSX Venture Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this release.

   

Copyright (c) 2025 TheNewswire – All rights reserved.

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The long-debated issue of US cannabis rescheduling is finally back in the spotlight.

On Thursday (December 18), President Donald Trump signed an executive order to expedite the process of moving cannabis from Schedule I to Schedule III under the Controlled Substances Act. Market watchers are now assessing what such a shift could mean for the industry, from taxation and access to broader investment potential.

What do industry experts think about cannabis rescheduling?

Sasha Nutgent, vice president of cannabis retail, Housing Works Cannabis

As it stands today with the current classification, retailers are not incentivized to operate legally. Reclassification would change that for thousands of businesses, especially those owned by folks from communities most impacted by the war on drugs.

Anthony Coniglio, CEO of NewLake Capital Partners (OTCQX:NLCP)

We welcome President Trump’s directive to the Department of Justice to finalize the rescheduling of cannabis from Schedule I to Schedule III. This represents a historic and long-overdue alignment of federal policy with scientific evidence, medical practice and the regulatory reality already functioning across most US states.

Now, follow through is critical. We urge the DOJ and DEA to move swiftly to issue the Final Rule and complete the rescheduling process. Doing so would finally remove the punitive burden of Section 280E, allowing compliant, state-licensed operators to reinvest in growth, innovation and workforce development across the nearly half-million Americans employed in this industry. This is not about legalization — it’s about legitimacy. Responsible operators have long followed strict state-level compliance frameworks that prioritize safety, transparency and consumer protection. Rescheduling would rightfully distinguish these businesses from illicit markets and allow federal enforcement to focus where it truly belongs: on criminal cartels, not compliant small businesses. This announcement is a milestone, not a finish line. Congress must build on this momentum by passing the bipartisan SAFER Banking Act and advancing STATES 2.0 to create a durable national framework that strengthens safety, access and accountability for all stakeholders.

Harrison Bard, CEO and co-founder, Custom Cones USA and DaySavers

Rescheduling will further stack the odds against small operators, but this type of change is a long-overdue step toward treating cannabis like the legitimate medicine so many veterans already rely on. For years they’ve been forced to navigate stigma, inconsistent access and out-of-pocket costs just to manage pain, PTSD and other service-related conditions. A more rational federal framework won’t solve everything, but it moves us closer to the kind of recognition, research and support our veterans deserve. At DaySavers, we’ve tried to honor that community in our own small way through our ‘Cones for a Cause’ line, which sends a portion of proceeds directly to the Weed for Warriors Project. Veterans have carried the weight for the rest of us; it’s time our policies — and our industry — carry some of it back.

Chris Fontes, founder and CEO, High Spirits

While any incremental progress for normalizing cannabis is worth celebrating, Schedule III is not the savior the industry believes it to be. The requirements for legal participation in a Schedule III market are burdensome, and it’s unlikely that any significant portion of the industry will be able to properly participate.

Relief from 280e is exciting, but selling a Schedule III drug without drug approval, licensure, etc. is still quite illegal. Sadly, this will not be the win the industry wants it to be, and much more work is yet to be done. Further, let’s not forget we already have some version of cannabis that is completely descheduled, and we’re still fighting to keep it that way.

Therefore, we should be cautious to simultaneously celebrate marijuana moving to Schedule III while also ignoring — or in some cases, celebrating — the rescheduling of hemp products that are currently off the schedule all together.

Will cannabis rescheduling improve access to banking?

Sierra Elaina, CEO, Lehua Brands

Rescheduling cannabis would be a turning point for an industry that’s been operating under impossible conditions. Treating cannabis as a Schedule I drug has restricted banking, crushed margins through unfair tax rules and prolonged stigma that no longer reflects reality. This change could finally legitimize cannabis as a regulated business — one with access to banking, fair taxation and a path forward for operators who have been hanging on by a thread.

Terry Mendez, CEO, Safe Harbor Financial

President Trump’s rescheduling cannabis by executive order marks a significant shift in tone from Washington and a meaningful moment for an industry long stuck in legal limbo. Reclassifying cannabis as Schedule III would acknowledge its medical legitimacy and begin to correct a half-century of misguided federal policy.

That said, rescheduling is not reform. The core challenges around cannabis banking such as compliance burdens, cash dependency and regulatory uncertainty would remain unchanged. The industry would still fall under the Bank Secrecy Act, with all its reporting and monitoring obligations intact. This moment is likely to invite broader interest from financial institutions, but without structural reform or updated guidance, many will remain cautious. A true fix requires a coordinated federal framework that aligns financial policy with the realities of a US$38 billion state-legal industry. Any step forward is welcome, but incremental progress should not be mistaken for a comprehensive solution. The cannabis sector deserves financial clarity, not just legal signals.

Ryan Hunter, chief revenue officer, Spherex

Cannabis is still federally illegal — but even as a federally illegal substance — the move to Schedule III dramatically reduces the federal tax burden for operators. Under IRS code 280E, handling Schedule I or Schedule II substances eliminates the ability for operators to deduct standard operating expenses that most other businesses deduct from their federal taxes. As a result of 280E, cannabis operators’ effective tax rate may be as high as 80 percent.

Beyond this significant improvement, the implications are unclear, but we’re hopeful that this move will allow for cannabis operators to garner the same investment opportunities other industries will enjoy.

Joe Gerrity, CEO, Crescent Canna

If marijuana is reclassified to Schedule III, it immediately strengthens the regulated marijuana industry by eliminating 280E and recognizing legitimate medical uses — but the more important ripple effect is what it means for hemp. With hemp THC products set to be effectively banned next November without new legislation, a federal move to loosen restrictions on marijuana while simultaneously eliminating a thriving hemp market is completely illogical and contradictory. Reclassification increases the likelihood that Congress and the federal government will move toward a coherent framework that keeps hemp products legal but properly regulated.

Mark Lewis, president of Specialty Payments, Lüt

Make no mistake, rescheduling is just the beginning for those working in the cannabis industry. Until the SAFE Banking Act or 280E is passed, operators will still have to jump through challenging financial hoops to pay their staff, bills or garner investment. The moment is historic, but until cannabis businesses can operate fiscally with the same ease as any other business, more work needs to be done.

Payments still need to work in the reality of today, where the ongoing threat of card network shutdowns exists, not just the promise of future reform. While rescheduling may open doors over time, it does not remove the day-to-day financial friction that cannabis operators face right now.

Lüt is uniquely positioned to support the cannabis industry and help businesses grow safely, compliantly and confidently.

Adam Stettner, CEO, FundCanna

Rescheduling cannabis to Schedule III will deliver immediate, measurable impacts. Most notably, it eliminates Section 280E from the federal tax equation for licensed operators — a change that, for many, is the difference between treading water and turning a profit. It also unlocks long-blocked research pathways, enabling rigorous clinical studies, standardized formulations, and a new era of product innovation.

Additionally, it has catalyzed a broader shift across the industry pushing cannabis businesses to adopt more institutional practices around banking, compliance, financial reporting and governance.

What would rescheduling mean for medical cannabis?

Ryan Hunter, chief revenue officer, Spherex

The real win here is for medical cannabis. By moving cannabis to Schedule III, Cannabis will be treated similarly to ketamine, Tylenol + Codeine and anabolic steroids — all drugs that have been approved by the FDA for use with a doctor’s prescription. Not only will those in states without medical cannabis programs gain access, but as markets evolved to recreational programs, many remedies for patients have been left behind due to the dramatically larger demand for adult use products relative to medical products. At Schedule III, it’s much more practical for mainstream physicians to prescribe cannabis products.

Alex Gonzalez, president and co-founder, Calyx Containers

Whenever the White House moves forward with Schedule III, the federal government is effectively telling us that cannabis is medicine. And if it’s medicine, ‘good enough’ cannabis practices won’t cut it anymore. Whether rescheduling happens next month or next year, the direction is clear: cannabis is moving toward pharma-grade standards. For brands, that means tightening quality systems, investing in the ability to react or scale and preparing for a regulatory-ready supply chain. We’re seeing the smart operators on shoring infrastructure and we’re positioning our domestic production and business model on being ready to help operators turn this moment into a competitive advantage.

Mark Lewis, president of specialty payments, Lüt

Rescheduling is the single most important drug policy move in decades. The potential opportunities for medical and scientific research will significantly increase, while those living in states without an existing medical program will now have access to the powerful healing properties of the plant.

Ali Garawi, co-founder, CEO and CFO, Muha Meds

If Trump moves to reschedule cannabis, it would be a long-overdue acknowledgment that this plant never belonged in the most restrictive drug category. Cannabis has centuries of real-world use behind it for pain management, appetite and sleep, yet it has been trapped in a legal framework built on fear, stigma and misinformation. Federal prohibition hasn’t protected consumers — it has only created impossible hoops for legitimate businesses to jump through.

While cannabis should be entirely descheduled, rescheduling is an important move forward. It would create space for common-sense regulation, banking access, medical research and consumer protections that should have existed years ago. For consumers, that means safer products, better testing standards, more consistent access and pricing that reflects a functioning, regulated market rather than prohibition-era risk.

At a time when the country is facing an ongoing overdose and mental health crisis, continuing to treat cannabis as a threat is nonsensical. Rescheduling would not solve everything, but it would be a meaningful step toward replacing outdated ideology with education, safety and public health reality.

Josh Kesselman, publisher, High Times Magazine; founding force behind RAW Rolling Papers

I, among others in the industry, are very concerned that Trump’s news of rescheduling is a false flag!

Moving THC to Schedule III would allow big pharma to launch their synthetic THC pills available by prescription only at huge costs and subject current dispensaries to a whole new set of felonies under the FDCA (Food and Drug Cosmetic Act). These “new” federal crimes include selling a prescription drug without a license, dispensing a drug without a prescription, misbranding a drug, illegal distribution, conspiracy and more!

In fact, the penalties under Schedule III actually increase, not decrease, depending on what a federal prosecutor chooses to charge a seller or grower with.

Gennaro Luce, founder and CEO, CannaLnx, powered by EM2P2

Rescheduling is an important and overdue shift for patient-centric healthcare, but the move to Schedule III alone isn’t enough to make medical cannabis more accessible or affordable. Schedule III puts cannabis in the same drug class as certain types of Tylenol, but what does that mean for patients? We hope it means more will be able to access their medicine through insurance plans and traditional doctors.

But insurers still need verification, compliance and eligibility frameworks before they can treat medical cannabis like a real benefit. That part of the system is still missing from the national conversation — fortunately, it’s the medical-cannabis system piece we’ve already built and tested alongside physicians, patients, dispensaries, POS systems and insurers.

Gibran Washington, CEO, Ethos

Rescheduling cannabis from Schedule I to Schedule III is a long-overdue acknowledgment of what patients, providers and responsible operators have known for years: this plant has real therapeutic value, and the current federal posture has been holding progress back. Rescheduling won’t fix every challenge in front of us, but it finally moves us in the right direction opening clearer pathways for research, easing unnecessary barriers for patients and creating a more functional regulatory environment for operators who are doing this the right way.

At Ethos, our commitment has always been to education, science and access. This shift should be the beginning of broader reforms that address affordability, equity and the stigma that still shadows this industry. If done thoughtfully, rescheduling can be a catalyst for a more transparent, patient-centered and responsible cannabis ecosystem.

JP Doran, CEO, Crucial Innovations

We applaud the US government for undertaking the most significant reform in federal cannabis policy since the 1970s. While rescheduling stops short of full federal legalization, it meaningfully reduces research barriers, modernizes regulatory oversight and formally acknowledges the medical value of cannabis within federal policy.

Because this development comes from the world’s largest pharmaceutical market, its impact extends far beyond US borders. It is expected to catalyze international momentum, encouraging regulators in the UK, EU, South Africa and other emerging markets to revisit outdated frameworks, align with evolving scientific evidence and create clearer pathways for medical cannabis innovation. Greater regulatory convergence will help unlock cross-border research, harmonize quality standards and expand patient access globally. As global markets respond to this shift, rescheduling stands to accelerate the development, approval and international distribution of next-generation cannabis-based medicines. We welcome reforms that advance transparency, safety and patient access, and we look forward to contributing to a more connected, science-driven global cannabis ecosystem.

Betty Aldworth, co-executive director, MAPS; chair of the Marijuana Policy Project

The recently reported intent to reschedule cannabis by executive order marks a symbolic victory and a recalibration of decades of federal misclassification. If enacted, reclassifying cannabis as a Schedule III substance would be a long-overdue acknowledgment of its medical utility and a sharp rhetorical shift from Washington.

But symbolism is not structural reform. Rescheduling alone will not untangle the web of barriers facing cannabis consumers and the industry that serves them. It will not resolve the profound dangers of cash-only operations. It will not eliminate the risks to cannabis consumers embedded in housing policy, immigration policy, workplace drug testing, or family law. It will not establish the regulatory clarity required for millions of patients to receive insurance coverage when they choose cannabis over pharmaceutical interventions that may offer less benefit or carry greater risk.

This moment will generate headlines and optimism, but without comprehensive federal reform to address continued criminal sanctions, collateral consequences and financial obstructions faced by cannabis businesses, the communities most impacted by prohibition will continue to face disproportionate barriers.

Cannabis regulation is not a fringe experiment — it is a $38 billion economic engine operating under state-legal frameworks in nearly half of the country that has delivered overall positive social, educational, medical and economic benefits, including correlation with reductions in youth use in states where it’s legal. Cannabis policy must catch up to political reality. Anything less is not reform. It’s a delay.

Securities Disclosure: I, Meagen Seatter, hold no direct investment interest in any company mentioned in this article.

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LaFleur Minerals Inc. (CSE: LFLR,OTC:LFLRF) (FSE: 3WK0) (‘LaFleur Minerals’ or the ‘Company’ or ‘Issuer’) announces it has amended its previously disclosed non-brokered private placement offering, upsizing it to up to 9,000,000 units of the Company (the ‘Units’) at a price of $0.50 per Unit gross proceeds of up to $4,500,000 (the ‘LIFE Offering’). Each Unit will consist of one (1) common share in the capital of the Company (each a ‘Common Share’) and one (1) Common Share purchase warrant (a ‘Warrant’) granting the holder the right to purchase one (1) additional Common Share of the Company (a ‘Warrant Share’) at a price of $0.75 at any time on or before 36 months from the Closing Date (defined below). The Warrants will no longer be subject to an accelerated expiry, as was previously announced in the Company’s press release dated December 15, 2025.

The gross proceeds from the LIFE Offering will be used for the commissioning and restart of gold production operations at the Company’s wholly-owned Beacon Gold Mine and Mill, as well as work at the Company’s Swanson Gold Project in Quebec and for and general working capital purposes.

The Units will be offered for sale pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions, as amended by CSA Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption, to purchasers resident in Canada, excluding Quebec, and other qualifying jurisdictions.

The securities offered under the LIFE Offering will not be subject to a hold period in accordance with applicable Canadian securities laws. There is an offering document (the ‘Offering Document‘) related to the LIFE Offering that can be accessed under the Issuer’s profile at www.sedarplus.ca and at the Company’s website at www.lafleurminerals.com. Prospective investors should read this Offering Document before making an investment decision.

The terms of the Company’s previously announced flow-through offering (‘FT Offering’) have not changed, refer to the Company’s press release dated December 15, 2025 for more information.

The Company has agreed to pay qualified finders and brokers a cash commission of 7.0% of the aggregate gross proceeds of the LIFE Offering and FT Offering and such number of broker warrants (the ‘Broker Warrants‘) as is equal to 7.0% of the number of Units sold under the LIFE Offering and FT Offering. Each Broker Warrant will entitle the holder to purchase one Common Share at an exercise price equal to the Offering Price for a period of 24 months following the Closing Date.

The closing of the LIFE Offering and FT Offering is expected to occur on or about December 31, 2025 (the ‘Closing Date‘), or such other earlier or later date as the Company may determine.

The Company continues to progress in the closing of its previously announced brokered private placement of gold-linked convertible notes, as announced on November 5, 2025, a financing that aims to raise up to C$7 million to fund the restart of the company’s Beacon Gold Mill in Val d’Or, Quebec.

This news release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the ‘U.S. Securities Act’), and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent an exemption from registration under the U.S. Securities Act and applicable U.S. state securities laws. ‘United States’ and ‘U.S. person’ are as defined in Regulation S under the U.S Securities Act.

About LaFleur Minerals Inc.

LaFleur Minerals Inc. (CSE: LFLR,OTC:LFLRF) (FSE: 3WK0) is focused on the development of district-scale gold projects in the Abitibi Gold Belt near Val-d’Or, Québec. Our mission is to advance mining projects with a laser focus on our resource-stage Swanson Gold Deposit and the Beacon Gold Mill, which have significant potential to deliver long-term value. The Swanson Gold Project is approximately 18,304 hectares (183 km2) in size and includes several prospects rich in gold and critical metals previously held by Monarch Mining, Abcourt Mines, and Globex Mining. LaFleur has recently consolidated a large land package along a major structural break that hosts the Swanson, Bartec, and Jolin gold deposits and several other showings which make up the Swanson Gold Project. The Swanson Gold Project is easily accessible by road allowing direct access to several nearby gold mills, further enhancing its development potential. Lafleur Mineral’s fully refurbished and permitted Beacon Gold Mill is capable of processing over 750 tonnes per day and is being considered for processing mineralized material at Swanson and for custom milling operations for other nearby gold projects.

ON BEHALF OF LaFleur Minerals INC.

Paul Ténière, M.Sc., P.Geo.
Chief Executive Officer
E: info@lafleurminerals.com
LaFleur Minerals Inc.
1500-1055 West Georgia Street
Vancouver, BC V6E 4N7

Neither the Canadian Securities Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this news release.

Cautionary Statement Regarding ‘Forward-Looking’ Information

This news release includes certain statements that may be deemed ‘forward-looking statements’. All statements in this new release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words ‘expects’, ‘plans’, ‘anticipates’, ‘believes’, ‘intends’, ‘estimates’, ‘projects’, ‘potential’ and similar expressions, or that events or conditions ‘will’, ‘would’, ‘may’, ‘could’ or ‘should’ occur. Forward-looking statements in this news release include, without limitation, statements related to the closing of the LIFE Offering and the FT Offering, and the anticipated use of proceeds from the LIFE Offering and the FT Offering. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include market prices, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/278557

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/NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES OF AMERICA OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA/

 Freegold Ventures Limited (TSX: FVL,OTC:FGOVF) (OTCQX: FGOVF) (the ‘Company’ or ‘Freegold Ventures’), is pleased to announce that it has entered into an agreement with Paradigm Capital Inc. (‘Paradigm’), pursuant to which Paradigm will act as lead agent and sole bookrunner on behalf of a syndicate of agents (together with Paradigm, the ‘Agents’) to be formed in connection with a proposed brokered ‘best efforts’ private placement financing (the ‘Offering’) for total gross proceeds of $30,000,100, consisting of 23,077,000 common shares of the Company (the ‘Common Shares’) at a price of $1.30 per Common Share (‘Issue Price’).

The Company will grant the Agents an option (the ‘Agents’ Option‘) to sell up to that number of additional Common Shares equal to 15% of the base Offering size, exercisable, by notice in writing to the Company, at any time not less than 48 hours prior to the Closing Date.

The net proceeds from the Offering will be used to complete a Pre-Feasibility Study for the Golden Summit Project, to support ongoing exploration, and for general corporate and working capital purposes. Management believes that these funds will further strengthen the Company’s ability to advance the Golden Summit Project as it moves the project through the pre-feasibility stage.

The Common Shares will be offered for sale pursuant to Part 5A of National Instrument 45-106 – Prospectus Exemptions, as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the ‘Listed Issuer Financing Exemption‘), to purchasers resident in each of the provinces of Canada (other than Québec), and in other qualifying jurisdictions outside of Canada that are mutually agreed to by the Company and the Agents pursuant to relevant prospectus or registration exemptions in accordance with applicable laws. As the Offering is being completed pursuant to the Listed Issuer Financing Exemption, the Common Shares issued in the Offering will not be subject to a hold period in Canada pursuant to applicable Canadian securities laws.

There is an offering document related to this Offering that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at www.freegoldventures.com. Prospective investors should read this offering document before making an investment decision.

The Offering is expected to close on or about January 6, 2026 (the ‘Closing Date‘) and will be subject to regulatory approvals and customary closing conditions, including listing of the Common Shares on the Toronto Stock Exchange.

The Agents will be entitled to, on the Closing Date, a cash commission equal to 5% of the gross proceeds of the Offering including on any exercise of the Agents’ Option.

The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the ‘U.S. Securities Act‘), or any U.S. state securities laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with the requirements of an applicable exemption therefrom. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor may there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Freegold Ventures Limited

Freegold Ventures is a TSX-listed company focused on exploration in Alaska.

Forward-looking Information Cautionary Statement

This press release contains statements that constitute ‘forward-looking information’ (collectively, ‘forward-looking statements’) within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this press release. Any statement that discusses predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as ‘expects’, or ‘does not expect’, ‘is expected’, ‘anticipates’ or ‘does not anticipate’, ‘plans’, ‘budget’, ‘scheduled’, ‘forecasts’, ‘estimates’, ‘believes’ or ‘intends’ or variations of such words and phrases or stating that certain actions, events or results ‘may’ or ‘could’, ‘would’, ‘might’ or ‘will’ be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements contained in this press release, include, without limitation, statements regarding the receipt of TSX final approval for the Offering and the use of proceeds from the Offering. In making the forward-looking statements contained in this press release, the Company has made certain assumptions. Although the Company believes that the expectations reflected in forward-looking statements are reasonable, it can give no assurance that the expectations of any forward-looking statements will prove to be correct. Known and unknown risks, uncertainties, and other factors may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: availability of financing; delay or failure to receive required permits or regulatory approvals; and general business, economic, competitive, political and social uncertainties. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking statements or otherwise. See Freegold’s Annual Information Form for the year ended December 31, 2024, filed under Freegold’s profile at www.sedarplus.ca, for a detailed discussion of the risk factors associated with Freegold’s operation.

SOURCE Freegold Ventures Limited

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The oil and gas market was punctuated with volatility in 2025.

Oil prices softened as supply outpaced demand and inventories built. Brent and West Texas Intermediate (WTI) crude slipped in late 2025, with Brent dipping below US$60 per barrel and WTI hovering at US$55.

Production increases from non-OPEC producers — including record US output — and higher OPEC+ quotas have contributed to a notable supply overhang, pressuring crude toward four year lows.

Starting the year above US$70, both Brent and WTI prices have now seen steep declines of more than 20 percent amid signs of weaker demand in major economies like China and elevated global stocks.

Meanwhile, the natural gas market saw price shifts driven by weather and storage dynamics.

Prices started the year at US$3.64 per million British thermal units and slipped to a seasonal low of US$2.74 in August. Values peaked at US$5.31 on December 5, and have since retreated to the US$3.94 level.

The US Energy Information Administration (EIA) raised its outlook for late 2025 and early 2026 gas prices after an early cold snap bolstered heating demand, even as forecasts have moderated Henry Hub projections for 2025 to 2026.

Oil market battles persistent headwinds

2025 saw oil prices fluctuate between highs of US$81.86 (Brent) and US$78.99 (WTI) and lows of US$59.41 and US$55.56, respectively, as the energy market served as a barometer of global political and trade tensions.

“Throughout the year, prices have continued the downtrend they began in April (2024) as OPEC+ continued to hike output and China’s economy continued to struggle under the weight of a flailing property sector, downbeat consumer confidence, overindebted local governments and flagging external demand,” he added.

While the oil market isn’t new to volatility, this year proved different as US President Donald Trump’s on-again, off-again tariffs infused global uncertainty into the energy market.

“We can see that Trump’s ‘Liberation Day’ tariffs pushed prices down to a level from which they’ve not recovered from, barring a spike in June as a result of the 12 day Iran-Israel war,” said Cunningham.

“Since then, Brent crude oil prices have continued to fall as OPEC+ caught the market off guard with its aggressive output hikes, which were designed to win back market share from non-cartel producers.’

Demand growth, underinvestment reshape oil outlook

Meanwhile, OPEC is approaching full production capacity, with Saudi Arabia being the main exception.

“Even though people are talking about lots of supply, demand is still growing,” Schachter said, noting that global oil demand rose roughly 1.3 million barrels per day in 2025 and is expected to increase by about 1.2 million in 2026.

New supply additions are limited, he explained, mentioning Guyana’s offshore discoveries by ExxonMobil (NYSE:XOM), some output from Brazil and minor contributions from Canada.

“Most basins are tired, and not enough money is being spent to bring on production,” Schachter said, predicting that global inventory drawdowns in 2026 will support higher prices.

Despite lack of investment at the exploration level, FocusEconomics panelists are forecasting a rise in both oil and gas supply in 2026 fueled by output growth at existing operations.

Cunningham pointed to organizations like the EIA and International Energy Agency (IEA), which “hiked their forecasts in recent months in response to OPEC+ increasing output unexpectedly fast and the recent surge in demand for US LNG.”

“The real question is not if oil and gas production will increase, but by how much,” said Cunningham.

A ramp up could be curtailed by geopolitical disruptions, he went on to note.

“Recent frictions between members of the OPEC+ cartel will persist, with Russia likely to favor lower production levels given US sanctions and countries like Saudi Arabia and the United Arab Emirates eager to push production higher given their excess capacity and desire to win back market share from non-OPEC+ producers,” he said.

“Moreover, countries like Kazakhstan and Iraq continue to overshoot their quotas, and in late 2023 Angola left the cartel due to disputes over its allowed production level.”

Transport and petrochemicals driving oil demand

Global oil demand is expected to rise in 2026, driven primarily by transportation fuels and petrochemical feedstocks.

Gasoline is projected to lead the increase, supported by recovering air travel and road mobility, while diesel and other products also contribute. Non-OECD regions, particularly China and India, will account for most of the growth, with expanding petrochemical capacity in major economies boosting crude-derived feedstock demand.

Overall, transport and industrial activity remain the key engines behind the expected rise in oil consumption.

“Our panelists see world oil production rising 1.1 percent in 2026 as non-OPEC+ countries such as Guyana and the US hike output,” said FocusEconomics’ Cunningham.

LNG expansion fuels gas growth

Similar to the trajectory for oil, natural gas demand is expected to rise in 2026 as global consumption rebounds and LNG exports expand sharply. “The IEA (is) estimating growth at around 2 percent with consumption at an all-time high on higher demand in the industrial and electricity sectors,” said Cunningham.

Rising LNG supply — with new export capacity coming online in the US, Canada and Qatar — is projected to support stronger import growth, particularly in Asia, where demand is expected to rebound after a 2025 slowdown.

“Asia is hungry for LNG; the IEA estimates the region’s natural gas demand will rise over 4 percent in 2026, with LNG imports up by 10 percent,” the expert said. Increased use of natural gas in power generation and industrial sectors will also contribute to growth, helping push global gas demand toward a new peak next year.

“Of course, these forecasts could change quickly if the world economy or the oil and gas sector is subject to further shocks, which is why we recommend regularly checking the latest forecasts that are available,” Cunningham added.

Further ahead, Schachter argued that rising global power needs will underpin long-term demand for natural gas, particularly as alternatives struggle to scale. Aging power grids are another constraint. Much of the world’s electricity infrastructure has not been meaningfully upgraded, and expanding capacity will require major investment in transmission — driving demand for copper, steel and aluminum alongside new generation.

Against that backdrop, Schachter sees LNG as central to meeting near- and medium-term power needs.

“The demand for LNG is the story,” he said, adding that natural gas is increasingly viewed not as a temporary transition fuel, but as “the most efficient, from a climate and environmental point of view.”

He also highlighted Canada’s advantage as producers invest heavily in emissions-reduction technologies, including methane mitigation. That positioning could make Canadian LNG more attractive to import-dependent nations such as Japan and South Korea.

While new supply from Qatar and the US will add capacity, Schachter cautioned that LNG development is rarely linear, pointing to Canada’s decades-long path to its first operating export terminal. Despite inevitable delays and short-term imbalances, he said the long-term outlook remains clear: “The industry’s fundamentals are very, very positive.”

Cunningham also pointed to increased output from the US and Qatar as key areas to watch in 2026.

“The big Qatari and US LNG projects will help natural gas prices converge globally — our Consensus Forecast is for the percentage difference between US gas prices (which tend to be lower due to huge domestic production) and those in Asia and Europe to ease to the lowest level since 2020, the year the pandemic sent gas demand plummeting,” said Cunningham, adding, “In short, record US LNG shipments will send up prices at home and lower them abroad.”

Cunningham went on to explain that unlike oil, in the natural gas market there tends to be more price divergence between regions as natural gas is harder to transport over large distances. Oil can be poured into a barrel and shipped, whereas natural gas first needs to be liquified if it’s to be sent overseas. Greater LNG capacity will help bridge this gap.

Oil and gas price forecast for 2026

Schachter expects WTI to average over US$70 in 2026, with Brent around US$73 to US$74.

He anticipates some volatility early in the new year, saying that in Q1 he expects trading to be “still sloppy between US$56 and US$66,” before prices rise in Q2 to US$62 to US$72. From there, he sees prices reaching US$68 to US$78 in the year’s third quarter as inventories tighten and market fundamentals assert themselves.

“People think we’re going back to US$80 today. US$58 oil — it ain’t going to US$80. But when the industry is in rational supply and demand, prices climb, especially when inventories draw down quickly,” Schachter said, recalling the 2008 peak in oil prices near US$147 during extreme supply shortages.

Looking at the year ahead, FocusEconomics expects the trends of 2025 to continue.

“Average Brent crude oil prices will ease further to a post-pandemic low, while US natural gas prices will increase to the highest average level since 2014 barring 2022’s Russia-Ukraine-war-driven spike,” said Cunningham.

“OPEC+ is set to continue raising output — after a pause in Q1 2026 — and the global economy should slow as the boost from export front-loading ahead of US tariff wanes.”

Securities Disclosure: I, Georgia Williams, hold no direct investment interest in any company mentioned in this article.

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Fox News Digital spoke to Minnesota state Rep. Kristin Robbins shortly after she unveiled millions in alleged fraud in the state’s assisted living program and identified an individual already indicted for fraud who is still receiving payments from the state, adding to the already exploding fraud scandal in the state. 

The Fraud Prevention and State Agency Oversight Policy, chaired by Robbins, held a hearing that focused on a new sector of fraud, the state’s assisted living programs, that comes amid a massive unfolding fraud scandal in the state that has affected a variety of other sectors and resulted in calls for the state’s chief executive, Gov. Tim Walz, to resign. 

The committee alleges that a number of individuals tied to other fraud schemes are receiving millions in taxpayer dollars for an assisted living program and that one of those individuals, referred to as ‘FOF Defendant,’ is already facing indictment charges as part of the Feeding the Future fraud scheme yet still receiving payments from Minnesota’s Department of Human Services. 

In a presentation, Robbins outlined properties owned by FOF Defendant connected to the assistant living facility fraud and what she called an ‘unbelievable’ network of fraud that slipped past any oversight procedures. 

‘I bring this to your attention because despite months of hearings, we continue to miss the most basic internal controls and the most basic checks and balances when we are enrolling providers,’ Robbins said during the hearing. ‘This is just one network. Our researchers has multiple networks that we could have discussed today.’

Robbins, who is a Republican candidate for governor to replace Walz next year, says she will be turning her findings over to the U.S. Attorney today for further investigation.

‘I just find it unconscionable that they, the department didn’t run a basic check of all these Feeding Our Future people who’ve been indicted or convicted, and make sure that they weren’t getting state money in other programs,’ Robbins told Fox News Digital.

While investigations into fraud have focus mainly on nonprofits who abused COVID-19 and food aid programs, the committee’s assertion that adult daycare services and assisted living facilities also engaged in fraud suggests that the scandal is more wideranging than previously reported.

‘I expect there will be more fraud uncovered in those sectors. And I’m assuming it’s happening in other states. as we’ve seen, there is a similar fraud going on in Maine, and I’m sure many other states. And so I think all agencies around the country need to be attuned to this and need to look at the programs,’ Robbins said.

She add, ‘And it’s not high finance. It’s basic internal controls that they should be doing.’

Fox News Digital reached out to Walz’s office for comment. 

The fraud scandal in Minnesota, that dates back to at least 2020 but has exploded into the national spotlight in recent weeks, has prompted several swift actions from the Trump administration and Congress.

The Small Business Administration is investigating a network of Somali groups in Minnesota that it says is tied to the scandal, and a House Oversight Committee has opened an investigation into Walz’s role.

The Department of Health and Human Services has launched a review into how Minnesota used billions of dollars in federal social service funding, requesting detailed records from Walz’s administration and other state entities after reports raised questions about whether portions of the money were misused.

On Tuesday, Fox News Digital first reported that Education Secretary Linda McMahon called on Walz to resign over the scandal. 

‘You have been Minnesota’s Governor since 2019,’ McMahon wrote. ‘During that time, your careless lack of oversight and abuse of the welfare system has attracted fraudsters from around the world, especially from Somalia, to establish a beachhead of criminality in our country. As President Trump put it, you have turned Minnesota into a ‘fraudulent hub of money laundering activity.’’

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President Donald Trump took some not-so-subtle swipes at his predecessors with new plaques below their portraits in the new White House Presidential Walk of Fame.

Former President Joe Biden had already been mocked in the installation, which was unveiled in September, when Trump used a photo of an autopen to represent the 46th president. Now, there are two plaques that include Trump’s nicknames for Biden.

‘Sleepy Joe Biden was, by far, the worst President in American History,’ the top plaque states. ‘Biden oversaw a series of unprecedented disasters that brought our Nation to the brink of destruction. His policies caused the highest Inflation ever recorded, leading the U.S. Dollar to lose more than 20% of its value in 4 years.’

‘Nicknamed both ‘Sleepy’ and ‘Crooked,’ Joe Biden was dominated by his Radical Left handlers. They and their allies in the Fake News Media attempted to cover up his severe mental decline, and his unprecedented use of the Autopen,’ the second plaque reads. ‘Following his humiliating debate loss to President Trump in the big June 2024 debate, he was forced to withdraw from his campaign for re-election in disgrace.’

Trump also took jabs at former President Barack Obama, calling him ‘one of the most divisive political figures in American History.’

‘As President, he passed the highly ineffective ‘Unaffordable’ Care Act, resulting in his party losing control of both Houses of Congress, and the Election of the largest House Republican majority since 1946,’ the first of two plaques says.

‘Obama also spied on the 2016 Presidential Campaign of Donald J. Trump, and presided over the creation of the Russia, Russia Hoax, the worst political scandal in American History,’ the second plaque reads. ‘His handpicked successor, Hillary Rodham Clinton, would then lose the Presidency to Donald J. Trump.’

Despite not ever being president, and therefore not being pictured in the walk of fame, Hillary Clinton is referenced more than once.

Beneath the picture of former President Bill Clinton, a plaque says, ‘In 2016, President Clinton’s wife, Hillary Clinton, lost the Presidency to President Donald J. Trump!’

In November, Trump gave Fox News Channel’s Laura Ingraham a tour of the walk of fame and told her that ‘beautiful bronze plaques’ were going to be installed. He said the plaques would describe the presidents but did not tease the political jabs written on them.

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