Demo creative for Header leaderboard (728x90)

Early Warning Press Release

TheNewswire
Image: TheNewswire

This press release is issued pursuant to National Instrument 62-104 – Take-Over Bids and Issuer Bids and National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues .

Vancouver, BC, Canada – TheNewswire – November 5, 2026. T his press release is being disseminated as required by National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues in connection with the filing of an early warning report by 1464911 B.C. Ltd. (the ” Acquiror “), a corporation incorporated under the laws of British Columbia whose principal business is that of mineral exploration and holding interest in mineral exploration properties, regarding the acquisition of common shares of Lighthouse Gold Inc. (the ” Issuer “), whose head office is located at Suite 1600, 409 Granville Street, Vancouver, BC V6C 1T2.

On October 28, 2026, the Acquiror acquired 35,000,000 common shares of the Issuer (the ” Consideration Shares “) at a deemed price of $0.185 per share, for an aggregate deemed value of $6,475,000. The Consideration Shares were issued from treasury, and not through the facilities of any published market, as consideration under a property option purchase agreement between the Issuer and the Acquiror dated October 20, 2026, pursuant to which the Acquiror granted the Issuer the exclusive right to acquire the Acquiror’s interest in the Mariwa–Sardine Hill – Lower Cuyuni Gold Property located in Guyana (the ” Acquisition “).

Prior to the Acquisition, the Acquiror beneficially owned, or controlled, 20,000 common shares, representing approximately 0.01% of the then issued and outstanding common shares on an undiluted basis. Following the completion of the Acquisition, the Acquiror now beneficially owns, or controls, 35,020,000 common shares, representing approximately 15.99 % of the 218,983,398 now issued and outstanding common shares on an undiluted basis. The Acquiror does not hold any convertible securities of the Issuer and there are no persons are acting jointly or in concert with the Acquiror.

The Consideration Shares are subject to restrictions on resale until the later of: (a) four months and one day from the date of issuance; and (b) ten (10) trading days following the filing of the Issuer’s financial statements that reflect the acquisition value, not as a subsequent event.

The Consideration Shares were acquired as consideration for the Acquisition and are being held for investment purposes. The Acquiror may, depending on market and other conditions, increase or decrease its beneficial ownership of, or control over, securities of the Issuer, whether in the open market, by privately negotiated agreements or otherwise, subject to applicable securities laws and the resale restrictions described above. Other than as described above, the Acquiror has no present plans or intentions that relate to or would result in any of the matters described in Item 5(b) to (k) of Form 62-103F1. The Acquiror is not relying on any exemption from the requirements applicable to formal bids in connection with the Acquisition.

A copy of the early warning report will be filed under the Issuer’s profile on SEDAR+ at www.sedarplus.ca and may also be obtained by contacting Juraj Adamec at 672-238—1826. The Acquiror’s address is 1111-1124 Lonsdale Avenue, North Vancouver, BC V7M 2H1.

Copyright (c) 2026 TheNewswire – All rights reserved.

Demo creative for Between results (336x280)