Lighthouse Gold to Acquire 100% interest in Aurora NW Project, Guyana

Executive Summary

• Lighthouse Gold entered into a definitive option agreement to acquire 100 % of the Aurora NW Project in Guyana, granting an option period of three years.
• Consideration includes $50,000 cash paid at signing, a further $50,000 payable after closing a previously announced financing, and issuance of 2,000,000 common shares on the effective date.
• The vendor will receive a tiered Net Smelter Royalty (NSR) – 1.5 % for large‑scale production and 5.0 % for medium‑ or small‑scale production – with an optional repurchase right by Lighthouse Gold for $500,000.

Key Details

• Option Period: 3 years from the effective date.
• Cash Consideration:
• $10,000 paid upon signing the letter of intent (LOI).
• Additional $40,000 payable on the Effective Date (signing of Definitive Agreement).
• Further $50,000 due within seven days after closing the previously announced financing.
• Equity Consideration: 2,000,000 common shares to be issued on the Effective Date.
• Net Smelter Royalty (NSR) Structure:
• 1.5 % NSR on annual production conducted on a Large‑Scale Basis.
• 5.0 % NSR on annual production conducted on Medium‑Scale or Small‑Scale Basis, as defined under the Guyanese Mining Act.
• Royalty Repurchase Option: Lighthouse Gold may repurchase the NSR for a total of US$500,000 (US$125,000 per permit for four permits).
• Regulatory Conditions: Transaction subject to customary corporate and regulatory approvals, including acceptance by the Canadian Securities Exchange (CSE).
• Hold Period on Issued Securities: The later of (i) four months from issuance or (ii) ten days after filing of Q2 financial statements reflecting the acquisition.
• No Management Changes: No changes to board or management are anticipated; no finder’s fees will be paid.
• Reference to Prior Disclosure: For additional property information, see Lighthouse Gold’s news release dated December 9 2025.

Notable Quotes

(No executive quotes were included in the release.)