Liberty Gold Completes Strategic 9.9% Investment by Centerra Gold Inc.

Executive Summary

• Liberty Gold Corp. closed a private placement with Centerra Gold Inc., selling 50,025,230 common shares at C$0.56 each for gross proceeds of approximately C$28.01 million.
• The transaction gives Centerra a 9.9% equity stake and rights under an Investor Rights Agreement, including financing participation, information access, technical committee representation, and the right to nominate one director.
• Net proceeds will be used to advance technical studies at the Black Pine oxide gold project in Idaho and for general corporate purposes.

Key Details

• Placement Size: 50,025,230 common shares issued to Centerra Gold Inc.
• Price per Share: C$0.56 (10% premium to the five‑day VWAP prior to announcement).
• Gross Proceeds: Approximately C$28.01 million.
• Equity Ownership Acquired: 9.9% of Liberty Gold’s issued and outstanding common shares.
• Use of Proceeds: Fund technical studies for the Black Pine project (Idaho) and general corporate purposes.
• Investor Rights Agreement (IRA): Executed September 29, 2025; grants Centerra:
• Financing participation rights,
• Information rights,
• Technical committee representation rights,
• Right to nominate one director to Liberty Gold’s board.
• Statutory Hold Period: All shares subject to a four‑month‑plus‑one‑day hold expiring January 30, 2026.
• No Finder’s Fees/Commissions: The transaction was completed without any finder’s fees or commissions paid.

Notable Quotes

“The closing of this strategic investment marks an important milestone for Liberty Gold. Centerra’s endorsement underscores the strength of Black Pine and validates the progress we have made in de‑risking and advancing the project.” – Jon Gilligan, President & CEO

Materiality Assessment: Material – Positive (significant capital raise that materially enhances funding for a key development project).