Fancamp and Goldera Complete Spin-Out Transaction and $5.5 Million Financing in Goldera; to Commence Trading August 5, 2026

Fancamp Exploration Ltd. has completed its court-approved plan of arrangement, effectively separating its exploration assets into Goldera Exploration Ltd. and renaming itself ERDA Resource Opportunities Inc. Under the terms of the transaction, shareholders of Fancamp received one new ERDA share and one-seventh of a Goldera share for each Fancamp share held. ERDA retains a 17.7% stake in Goldera.

Goldera has also closed a non-brokered private placement of subscription receipts, raising gross proceeds of approximately $5.5 million, which sits at the top end of the previously announced range of $3.6 million to $5.5 million. The financing consisted of the following units:

• 14,395,000 non-flow-through units at $0.20
• 5,740,744 flow-through units at $0.23
• 5,000,000 charity flow-through units at $0.26

Each unit carries a warrant exercisable at $0.30 for three years, with acceleration provisions if Goldera’s share price closes at or above $0.50 for 14 consecutive trading days. Additionally, 50% of the Goldera shares distributed to Fancamp shareholders are subject to a lock-up period, with staged releases occurring over 18 months.

Goldera (TSX-V: GERA) and ERDA (TSX-V: ERDA) are scheduled to begin trading on August 5, 2026. ERDA has transitioned to a Tier 2 Investment Issuer. The funds raised by Goldera will be used to finance exploration activities at its Egan property in Ontario and its Acadian Gold joint venture in New Brunswick, as well as for working capital.

Fancamp Exploration Ltd. (FNC) completed the spin-out previously announced in December 2025, following a strategic review in November 2025 and detailed disclosures in May 2026. The transaction was approved by shareholders in late July, with the final close widely expected as each step was progressively disclosed.

The financing size landed at the upper end of the previously stated range. All other terms, including the exchange ratio, warrant price, and lock-up, remain unchanged from the May 29 arrangement agreement or the July 9 update. While the July 9 release hinted at participation by Rick Rule and Ashwath Mehra, the final close does not provide specific names.

Fancamp’s stock rallied from approximately $0.11 in early March to between $0.17 and $0.18 in July, representing a 55-60% gain. This movement indicated the market had already priced in the spin-out’s value-unlock narrative, with today’s news serving as confirmation of execution.

Fancamp Exploration Ltd. has separated into two distinct public entities: ERDA Resource Opportunities Inc. (ERDA) and Goldera Exploration Ltd. (GERA). ERDA is a Tier 2 Investment Issuer holding a portfolio of marketable securities valued at approximately $24 million, which includes 2.7 million Champion Iron shares and a $34.5 million secured convertible note from The Canadian Chrome Company. The company also holds a diverse royalty portfolio covering iron ore, base metals, gold, and titanium, a 96% stake in Magpie Mines (titanium), and a 17.7% interest in Goldera Exploration.

Goldera Exploration is a pure-play mineral explorer with a package of Canadian projects. Its flagship early-stage asset is the Egan Gold Project in Ontario’s Abitibi region, a approximately 12,000-hectare syenite gold system where grab samples have returned up to 105 g/t Au. Fancamp can earn a 40-80% interest from Harfang Exploration, with active geophysics and drilling expected.

Goldera also holds a 50% interest in the Acadian Gold Joint Venture in New Brunswick, which is set to move to 65% following a settlement. This 445 km² package includes the McIntyre Brook and Riley Brook properties, featuring a gold-bearing horizon over 3 km with high-grade trench and drill intercepts. Drilling is planned for the fall of 2025.

For Goldera, the Egan project serves as the flagship asset, while for ERDA, the KWG/CCC note and Champion Iron stake are the flagship assets underpinning cash flow and asset backing.