Gold Terra Secures $6.3 Million Financing from Harquail and Sprott

• Gold Terra raised $6.3 million through a non-brokered private placement from David Harquail, co-founder and former CEO of Franco-Nevada, and existing shareholder Eric Sprott
• Financing comprises 50 million shares with no warrants: 15 million common shares at $0.10, 30 million charitable flow-through shares at $0.14, and five million flow-through shares at $0.12
• Proceeds will fund drilling programme commencing January 2026 on the Campbell Shear target at the Con Mine Option property
• Con Mine produced 5.1 million ounces of gold at 16 grams per tonne between 1938 and 2003
• Company holds option to acquire 100% of the Con Mine Option property from Newmont Corporation subsidiary until November 2027

Gold Terra Resource Corp. (TSXV:YGT) is a junior gold exploration company based in Canada. The company's Yellowknife Project covers 836 square kilometres of land near Yellowknife in Canada's Northwest Territories. The company's land package is located within 10 kilometres of the city, providing access to year-round roads, airports, hydro-electric power, and skilled labour. Gold Terra's exploration focuses on the Campbell Shear zone, where approximately 14 million ounces of gold has been produced. The company also holds an option on the Con Mine Option property, located south of the former Con Mine that produced 6.1 million ounces between 1938 and 2003.

Private Placement Financing with Strategic Investors

Gold Terra's financing includes participation from David Harquail and Eric Sprott. Harquail co-founded Franco-Nevada Corporation in 2007 and led its $1.3 billion initial public offering. During his 13-year tenure as CEO, Franco-Nevada's market value grew to exceed $50 billion. Harquail currently serves as Chair of Franco-Nevada's Board and as a director of the Bank of Montreal and the Prospectors and Developers Association of Canada, and was past Chair of the World Gold Council.

Eric Sprott is participating as an existing shareholder. The placement is structured as a non-brokered offering without warrants and is expected to close on or around November 28, 2025, subject to TSX Venture Exchange acceptance. The offering includes 15 million common shares priced at $0.10 each for gross proceeds of $1.5 million, 30 million charitable flow-through shares at $0.14 each for gross proceeds of $4.2 million, and five million flow-through shares at $0.12 each for gross proceeds of $600,000.

Gerald Panneton, Chairman and CEO, stated:

"We are pleased to have this strategic investment and endorsement from David Harquail and Eric Sprott. The Con Mine property represents a cornerstone of our strategy in redeveloping Yellowknife in a premier gold camp. The proceeds raised will allow us to continue our drilling program on the Con Mine Option property."

Flow-through shares will be used to incur eligible Canadian exploration expenses by December 31, 2026, with qualifying expenditures renounced to subscribers effective December 31, 2025.

Con Mine Option Property Drilling Programme

The drilling programme is scheduled to start in January 2026 on the southern extension of the Campbell Shear target between surface and 600 metres depth on the Con Mine Option property. Under the option agreement, Gold Terra has the right to acquire 100% of the property from a Newmont Corporation subsidiary, subject to fulfilling certain conditions outlined in the November 22, 2021 agreement. The option extends until November 21, 2027.

The Campbell Shear structure produced 14 million ounces of gold at grades of 16 to 22 grams per tonne. The Con Mine Option property has existing infrastructure including the Robertson shaft, a water treatment plant constructed in 2015, warehouse, and offices. Net proceeds from the common shares will be used for general corporate purposes and the drilling programme.

The Con Mine closed in 2003 when gold prices were approximately $340 per ounce. At closure, approximately 650,000 ounces at grades of 11 to 12 grams per tonne remained in historic reserves and combined resources. The historical estimate was compiled by Miramar Northern Mines Ltd. during the mine's operation and closure. Gold Terra notes that these historical estimates do not comply with current standards and should not be relied upon, though they indicate mineralisation on the property.

Historical and Current Mineral Resource Estimates

Historical data from Miramar Northern Mines Ltd. shows the Con Mine had proven reserves of 62,000 ounces at 11.31 grams per tonne, probable reserves of 126,000 ounces at 11.66 grams per tonne, measured resources of 158,000 ounces at 12.03 grams per tonne, and indicated resources of 304,000 ounces at 10.97 grams per tonne at the time of closure in 2003.

Gold Terra's October 2022 mineral resource estimate, prepared by Allan Armitage of SGS Geological Services, was based on drilling in a different location on the Con Mine Option property and does not include the historical resources. The October 2022 estimate shows indicated resources at Yellorex Main of 821,000 tonnes at 7.55 grams per tonne for 109,000 ounces, using a 3.5 grams per tonne cut-off grade.

Inferred resources include Yellorex Main with 993,000 tonnes at 6.89 grams per tonne for 220,000 ounces, Yellorex North with 463,000 tonnes at 7.42 grams per tonne for 111,000 ounces, and Kam Point with 536,000 tonnes at 5.83 grams per tonne for 101,000 ounces. Total inferred resources are 1,992,000 tonnes at 6.74 grams per tonne for 432,000 ounces. The classification follows 2014 CIM Definition Standards. Additional drilling will be required to upgrade and verify the resource estimates.

Next Steps

The financing is expected to close on or around November 28, 2025, subject to TSX Venture Exchange acceptance. The drilling programme on the Con Mine Option property is scheduled to commence in January 2026, targeting the southern extension of the Campbell Shear between surface and 600 metres depth. Gold Terra's option agreement with Newmont Corporation extends until November 21, 2027, providing time for the drilling programme and potential resource expansion work.

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