Japan Gold Forms Alliance with Solidcore for Exploration

News related to:Japan Gold Corp · 4 min read

Columbia, (Newsfile Corp. - September 23, 2026) - Japan Gold Corp. (TSXV: JG) (OTCQB: JGLDF) ("Japan Gold" or the "Company") has committed to funding $35 million (US$25 million) on five areas (the "Target Areas") of the Japan Gold portfolio. Concurrently with the formation of the Alliance, Solidcore and Equinox Partners Investment Management, LLC ("Equinox") have closed two private placements in Japan Gold totalling $10.5 million at a 50% premium to the Company's market price. The equity financing will allow Japan Gold to continue to conduct exploration work focused on the balance of its 22 other projects (the "Pipeline Areas"), create enhanced drilling capacity and fund general working capital. The Alliance and concurrent equity financing aim to accelerate exploration on district-scale prospective epithermal gold projects across the three main islands of Japan.

Solidcore, a leading gold mining company with 2025 production of approximately 400,000 ounces of gold from two operating mines, including one of the largest gold mines in Kazakhstan, and a downstream US$1 billion pressure oxidation concentrate processing plant, currently under construction slated to begin operations in late 2028, has committed to funding $35 million (US$25 million) over 36 months. The non-dilutive financing is focused on the five Target Areas. Completing the committed funding will provide Solidcore the option to earn a 49% interest in as many as five joint ventures, each of which will hold a single Target Area. Solidcore has the option to increase its interest to 70% in any joint ventures that have been formed by solely funding a Pre-Feasibility Study within three years of the formation of the joint venture. Following the completion of the Pre-Feasibility Study for any joint venture, Solidcore will have the option to increase its interest in that joint venture to 80% by solely funding a Bankable Feasibility Study within three years of the completion of the Pre-Feasibility Study.

Japan Gold will receive an annual management fee of US$500,000, included in the Alliance budget, for overseeing exploration activities on the Target Areas. At the conclusion of the $35 million expenditure, the Alliance will end and Solidcore will have earned a 49% interest in as many as five joint ventures, each of which will be focused on one project. Japan Gold will initially own 51% of each joint venture that Solidcore has selected and Solidcore will own 49%. Solidcore will solely fund a separate business plan and budget for each joint venture. During the Alliance, Solidcore has a right of first refusal on Pipeline Areas in the event of a third-party offer.

The Alliance will be governed by a joint management and technical advisory committee (the "Alliance Committee") consisting of two Solidcore representatives and two Japan Gold representatives, with Solidcore having the chairman's casting vote in the event of a deadlock. The Alliance Committee will provide input with respect to the preparation of exploration programs, budgets, community engagement and other matters pertaining to the Target Areas.

Solidcore, at its sole discretion, will have the right to increase its interest to 70% in any joint venture by solely funding a Pre-Feasibility Study within three years from the date that the joint venture is formed. Solidcore will be the Manager of the joint ventures unless it gives notice that it does not wish to increase its interest from 49% to 70%.

Solidcore will have the right to further increase its interest to 80% in any of the joint ventures by solely funding a Bankable Feasibility Study within three years following the delivery of a Pre-Feasibility Study. Upon completion of a Bankable Feasibility Study, Japan Gold will have the right to: a) Fund its 20% interest to production in any joint venture. In this funding scenario, Solidcore would be responsible for arranging all development debt financing and Japan Gold would be responsible for its equity portion of the financing, b) Sell a 10% interest in a joint venture to Solidcore at a price based upon the metrics of the Bankable Feasibility Study and convert the remaining 10% interest to a 1% NSR, or c) Sell its 20% interest in that joint venture to Solidcore at a price based upon the metrics of the Bankable Feasibility Study.

Japan Gold has appointed two Solidcore nominees to its Board of Directors, Mr. Victor Flores and Ms. Tania Tchedeva. The appointment of these directors is part of the strategic alliance between Japan Gold and Solidcore. Japan Gold's Board of Directors has been enhanced through this appointment.

Japan Gold's existing royalty partner, OR Royalties Inc. ("OR Royalties"), has committed to exercise its right to acquire an additional 0.5% royalty in all of the Japan Gold properties in consideration for US$3 million, thereby increasing their existing royalty interest from 1.5% to 2%. The proceeds from the Solidcore Private Placement, the Equinox Private Placement and the Royalty Sale will be used to advance the Pipeline Areas, expand drilling capacity and for general working capital.

Japan Gold's Chairman and CEO, John Proust, expressed delight at the Alliance with Solidcore, a focused and motivated technical and financial partner with a long-term growth strategy and a leading position in the gold industry. Proust noted that the Alliance creates a meaningful opportunity to leverage Japan Gold's technical and operational expertise across district-scale targets in Japan. He added that the Alliance aligns with Solidcore's strategic vision of reserve growth through expanded geographic diversification.

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