Edgemont Provides Update on Reverse Takeover and Fundamental Change Transaction with Laiva Gold Inc.

Executive Summary

• Edgemont Gold Corp. and Laiva Gold Inc. have executed a second amendment to their definitive merger agreement, extending the closing deadline to 28 Feb 2026.
• The amendment confirms that Laiva has satisfied its financing conditions and that the bridge‑loan maturity has also been extended to the same date.
• Completion of the transaction will give Edgemont indirect ownership of the Laiva Mine in Finland, a 6,000 t/d open‑pit gold operation, and positions the combined entity for further asset acquisitions.

Key Details

• Second Amendment Agreement – modifies the original merger agreement dated 4 June 2025; primary change is the new closing deadline of 28 Feb 2026.
• Financing Conditions Met – Laiva has raised sufficient capital to satisfy all financing conditions required for the transaction.
• Bridge Loan Extension – the maturity date of the bridge‑loan advance provided by Edgemont to Laiva is extended to 28 Feb 2026.
• Transaction Structure – reverse takeover: Edgemont will acquire 100 % of Laiva’s issued and outstanding shares; upon closing, Edgemont will indirectly own the Laiva Mine.
• Laiva Mine Overview – open‑pit operation in Finland equipped with a 6,000 t/d gold processing plant (one of Europe’s largest).
• Future Growth Plan – post‑closing, Edgemont intends to acquire additional assets to build a multi‑asset mining company.
• Regulatory Requirements – transaction remains subject to approval by the Canadian Securities Exchange and other customary closing conditions.
• Forward‑Looking Statements – release contains forward‑looking information regarding completion of the transaction, regulatory approvals, financing availability, and future acquisitions; risks and uncertainties are disclosed in the standard cautionary statement.

Notable Quotes

“The parties continue to diligently work towards closing the Transaction and a number of important milestones have been completed,” – Stuart Rogers, Chief Executive Officer, Edgemont Gold Corp.