Carolina Rush Retains 100% Interest in Brewer Gold-Copper Project Following OceanaGold Withdrawal from Earn-In Agreement

Carolina Rush Corporation (RUSH) announced the termination of its Earn-In to Joint Venture Agreement with OceanaGold Corporation regarding the Brewer Gold-Copper Project. The agreement, originally activated on November 26, 2025, and approved by 99.8% of shareholders on that same date, allowed OceanaGold to earn up to an 80% interest by spending up to US$20 million over five years. Under the terms, OceanaGold would have earned a 50% interest by spending US$8 million by December 31, 2027. OceanaGold terminated the agreement after spending approximately US$2 million, citing that Brewer’s porphyry opportunity remains at an earlier stage of exploration.

Carolina Rush retains 100% interest and operational control of the Brewer project, along with all data, analysis, and drill core generated by the OceanaGold-funded exploration. The company stated it has sufficient working capital for a contemplated Phase II program involving two priority deep holes identified following Dr. Richard Sillitoe’s June 2026 site review. These holes target areas northwest and west-northwest of Hole 38. The final scope, timing, and budget for this program are being determined, and continued exploration beyond these holes may require additional financing.

The release restates previously announced drill results from Hole 38 (June 25, 2026) and Hole 39 (July 13, 2026), with no new assays, holes, or resource estimates reported. The 2025 maiden Mineral Resource Estimate remains unchanged:

• Indicated: 6.2 Mt @ 0.97 g/t Au and 0.12% Cu (192,000 oz Au, 16.7 Mlb Cu)
• Inferred: 8.8 Mt @ 0.74 g/t Au and 0.04% Cu (210,000 oz Au, 8.3 Mlb Cu)
• Inferred backfill: 11.9 Mt @ 0.36 g/t Au and 0.03% Cu (139,000 oz Au, 9.7 Mlb Cu)

The release notes that no mineral resource has been defined for the deeper porphyry system and there is no certainty one will be.

Other reiterated items include the amended Brewer option agreement dated August 12, 2026, which removes the cash payment at closing and spreads the estimated US$27 million purchase price over ten equal annual instalments beginning only once new mining operations are fully permitted. Additionally, the Jefferson Project expansion announced on August 11, 2026, creates a contiguous ~3,480-acre position.

News progression regarding the project includes:

• 2025-10-15 — Special meeting rescheduled after the Canada Post strike; shareholder approval sought for the OceanaGold earn-in. (Note: headline and body disagree on the meeting date, Nov. 6 vs. Nov. 26 — a source inconsistency.)
• 2025-11-03 — C$3 million non-brokered placement announced at C$0.11/unit, conditional on the OceanaGold transaction.
• 2025-11-27 — 99.8% shareholder approval; placement upsized to C$3.5 million.
• 2025-12-04 — Placement closed: 31,799,360 units at C$0.11 for gross C$3,497,929.66, half-warrant at C$0.16 (two years); an insider took 3,845,454 units (~12%).
• 2025-12-08 — Earn-in active November 26, 2025; ~3,000 m Stage 1 deep program approved, drilling to start January 5, 2026; US$1.5 million minimum Stage 1 spend required.
• 2026-05-04 — Hole 37: 410 m @ 183 ppm Cu (0.0183% Cu) from 198 m. "Clearly within a magmatic-hydrothermal system"; porphyry centre pushed northwest.
• 2026-06-25 — Hole 38: first Cu-Au mineralization below the lithocap; 60 m @ 681 ppm Cu (0.068% Cu) and 0.24 g/t Au from 1,027 m; 68 m @ 470 ppm Cu (0.047% Cu) and 0.15 g/t Au from 936 m. Tilted porphyry model confirmed; source untested.
• 2026-07-13 — Hole 39, final hole: 51.15 m @ 0.62 g/t Au and 0.22% Cu from 214 m, incl. 12.12 m @ 1.04 g/t Au and 0.60% Cu; ~50 m step-out beyond the current MRE. True widths not determined.
• 2026-08-11 — Jefferson expanded by nine leases (2,524 acres); 3,480 contiguous acres; over 90% of Jefferson has no annual lease fee for a decade.
• 2026-08-12 — Sixth amendment to the Brewer option: US$27 million payable in ten annual instalments, no cash at closing, triggered only on full permitting; financial assurance via one of five non-cash methods.
• 2026-09-21 — OceanaGold terminates the earn-in. Carolina Rush keeps 100% and the data, and now carries 100% of the cost.

Carolina Rush Corporation (RUSH) has lost its primary funding partner, OceanaGold, which terminated an earn-in agreement that would have allowed the mid-tier producer to spend up to US$20 million (roughly C$27 million) on the company’s ground. Under the original terms, Carolina Rush retained a 20% carried interest until that threshold was met, meaning the company bore no cash cost for the exploration. The termination leaves Carolina Rush with a walk-away cost of zero but eliminates funding that exceeded twice the company’s C$12.7 million market capitalization.

The remaining obligation under the agreement was a US$6 million expenditure required by December 31, 2027, to earn a 50% interest. OceanaGold, which operates the Haile mine 13 km away and possesses direct district knowledge, chose not to spend the funds. The company cited that the project is at an "earlier stage of exploration," a rationale that aligns with drill results from Hole 38, where the best interval was 60 m @ 681 ppm Cu and 0.24 g/t Au. This interval, representing 0.068% copper, is located over 1,000 metres downhole.

Carolina Rush now funds 100% of the exploration program. As of June 30, 2026, the company held C$2,098,054 in cash, with a working capital surplus of C$2,264,405, total liabilities of C$57,876, and no debt. The company’s management discussion and analysis had previously flagged the risk that OceanaGold might terminate the agreement, potentially halting funded exploration and requiring alternative capital. That risk has now crystallized.

The termination agreement allows Carolina Rush to retain 100% of the property and the existing data. The company confirmed two specific drill targets recommended by Sillitoe and disclosed that future exploration beyond the two completed holes may require additional financing. The amended option terms remove near-term cash obligations; the US$27 million payment is structured in ten annual instalments payable only after new mining operations are fully permitted and closing financial assurance can be satisfied by non-cash methods.

Discrepancies exist in the technical disclosure. The current release states the 2026 program produced "more than 2,500 meters of core," while a May 4, 2026 release and the H1 2026 MD&A state 3,579 m drilled across three holes. Additionally, one July 13 item cites backfill at 129,000 oz Au, whereas every other release cites 139,000 oz.

Management stated the company is funded to move directly into the first of two priority deep holes. However, the release concedes that continued porphyry exploration would require additional technical work and drilling and may require additional financing. The company retains the Hole 39 step-out as a near-surface value driver, which was not invalidated by the partner's exit.

Carolina Rush Corporation (TSXV: RUSH, OTCQB: PUCCF) is a mineral exploration company focused on gold and copper projects in the southeastern United States. The company is currently in the exploration stage with no revenue. Its flagship asset is the Brewer Gold-Copper Project in Chesterfield County, South Carolina, which comprises 912 acres across two land parcels. On August 11, 2026, the company expanded its adjacent, 100%-owned Jefferson Project to approximately 2,568 acres across ten mineral leases. Together, these holdings form an approximately 3,480-acre contiguous position.

The Brewer site is a brownfield property that was historically an open-pit oxide gold mine. First mined in the 1820s, the site operated as a heap-leach operation from 1987 to 1995, producing approximately 178,000 ounces of gold before mining ended in the mid-1990s. Sulphide-hosted gold and copper located below roughly 30 meters was stockpiled on the surface because it could not be processed at the time. The 2025 Mineral Resource Estimate’s "inferred backfill" category relates to this historical material. The project is located approximately 13 km from OceanaGold’s producing Haile Gold Mine, though the company notes that information from nearby properties is not necessarily indicative of mineralization at Brewer.

According to an NI 43-101 Technical Report and Mineral Resource Estimate for the Brewer Project, effective March 20, 2025, with a 0.4 g/t Au cutoff, the resource includes Indicated resources of 6.2 Mt @ 0.97 g/t Au and 0.12% Cu (192,000 oz Au, 16.7 Mlb Cu). Inferred resources total 8.8 Mt @ 0.74 g/t Au and 0.04% Cu (210,000 oz Au, 8.3 Mlb Cu). Additionally, the inferred backfill category contains 11.9 Mt @ 0.36 g/t Au and 0.03% Cu (139,000 oz Au, 9.7 Mlb Cu). Combined, the project holds approximately 541,000 oz Au across all categories, a large share of which is low-grade backfill material.

Carolina Rush outlines two distinct exploration theses. The first focuses on near-surface epithermal gold-copper resource growth, evidenced by Hole 39’s 50 m step-out beyond the MRE. The second is a deeper, unproven tilted porphyry copper-gold target. The porphyry thesis has no defined resource, and the company states there is no certainty one will be delineated. No economic study is provided; the investor presentation explicitly notes the absence of NPV, IRR, capex, AISC, or mine-life figures, and there is no PEA or PFS in the materials.

Patrick Quigley, MSc, CPG, VP Exploration and Qualified Person, has reviewed and approved the technical content. Dr. Richard H. Sillitoe, an independent porphyry specialist, has visited Brewer four times, most recently in June 2026, and recommends two further deep holes to the northwest and west-northwest. His report is referenced as available on the company website but is not provided here.