Lincoln Gold Announces Shares for Debt Transaction and Corporate Updates

Executive Summary

• Lincoln Gold Mining Inc. will settle a CDN $101,000 indebtedness to an arm’s‑length creditor by issuing 673,333 settlement units at $0.15 each, each unit consisting of one common share and half a non‑transferable warrant.
• The company has secured an unsecured loan of CDN $190,160 from Board Chair Ian Rogers at 1% per month interest, repayable over 24 months (a related‑party transaction).
• The previously announced August 5, 2025 “shares for debt” transaction will not be pursued.

Key Details

• Debt Settlement Structure: 673,333 units @ $0.15/unit = CDN $101,000 total consideration.
• Settlement Unit Composition: 1 common share + ½ non‑transferable common share purchase warrant.
• Warrant Terms: Each warrant exercisable at $0.35 per share for a 24‑month period from issuance.
• Holding Period: All securities issued are subject to a four‑month hold period under Canadian securities law.
• Closing Condition: Settlement closing pending receipt of TSX Venture Exchange approval.
• Related Party Loan: Unsecured loan of CDN $190,160 from Ian Rogers (Chair of the Board).
• Loan Terms: 1% per month interest; repayment due in 24 months.
• Regulatory Exemptions: Loan qualifies for MI 61‑101 exemptions (valuation and minority shareholder approval not required).
• Cancellation of Prior Transaction: The company will not proceed with the previously announced “shares for debt” transaction dated August 5, 2025.

Notable Quotes

(No direct quotes were provided in the release.)