Gold Reserve Announces Signing of an Earn-In Agreement with Augusta Capital to Expedite Venezuela Mining and Schedules Update Conference Call

Gold Reserve Ltd. has entered a binding term sheet with Augusta Capital Corporation for an earn‑in right on 50% of its interest in the Siembra Minera property in Venezuela. Augusta will fund US$200 million in project expenditures to earn its 50%, with an initial commitment of US$25 million within one year; Gold Reserve will match the initial US$25 million. Augusta will be the operator. A joint venture company will hold the interests once the earn‑in is complete. The agreement follows the April 2026 enactment of a new Venezuelan mining law that removes mandatory state‑majority participation, potentially allowing Gold Reserve to acquire up to 100% of the project.

The Augusta earn‑in is the clearest operational catalyst to date for reviving Siembra Minera. It converts a long‑frozen asset into an active development story, backed by a respected mine‑builder (Richard Warke). This directly addresses a key risk: the lack of operational capability. With a seasoned operator, matched funding, and a radically improved regulatory climate (new mining law, OFAC GL‑55), the project now has a credible path toward a feasibility update and eventual production.

In the context of prior news, the agreement builds squarely on the US$75 million financing (Feb 2026), the settlement of bonus/CVR obligations, and the dual spin‑out approvals (May 13). The spin‑out of mining assets to American Heralds Mining Corp. suggests the project will ultimately be housed in a U.S.‑domiciled entity, but the earn‑in itself keeps momentum under Gold Reserve. The market had already priced in some optimism (the stock rose from ~$5.50 to $6.85 pre‑announcement), so today’s development largely confirms and accelerates the trajectory rather than being a complete surprise. It is a genuinely new, material positive event that reduces project‑level risk and brings strategic alignment.

Gold Reserve Ltd. is transitioning into an investment holding company (to be renamed Hamilton American Holdings Ltd.). Its flagship asset is the Siembra Minera gold‑copper project in Venezuela, historically constrained by a mandatory state‑majority joint venture. The April 2026 mining law removal and OFAC GL‑55 have fundamentally improved the investment framework. The company also holds an Alaskan property and economic rights to a $1.1B+ arbitration award against Venezuela, subject to ongoing enforcement and the Citgo sale appeal.