Pirate Gold Corp. (TSX-V: YARR) (OTCQB: YARRF) is pleased to announce that further to its news release dated October 1, 2026, it has closed its previously announced brokered private placement. The Offering was conducted pursuant to an agency agreement between the Company, Canaccord Genuity Corp. and the syndicate of agents named therein.

Pursuant to the Offering, the Company has issued: (i) an aggregate of 48,277,000 flow-through common shares at a price of $0.215 per FT Share, for gross proceeds of $10,379,555; and (ii) an aggregate of 13,050,000 special flow-through common shares at a price of $0.2475 per Special FT Share, for gross proceeds of $3,229,875, representing aggregate gross proceeds of $13,609,430. Each of the FT Shares and Special FT Shares will qualify as a “flow-through share” for the purposes of the Income Tax Act (Canada).

Pursuant to the provisions in the Income Tax Act (Canada), the gross proceeds received by the Company from the sale of the FT Shares and the Special FT Shares will be used to incur eligible “Canadian exploration expenses” that qualify as “flow-through mining expenditures” as both terms are defined in the Income Tax Act (Canada) on the Treasure Island Project on or before December 31, 2027, and the Company will renounce all the Qualifying Expenditures in favour of the subscribers of the FT Shares and the Special FT Shares with an effective date of no later than December 31, 2026. In the event the Company is unable to renounce Qualifying Expenditures effective on or prior to December 31, 2026 for each FT Share and Special FT Share purchased in an aggregate amount not less than the gross proceeds of the sale of the FT Shares and the Special FT Shares and/or the Qualifying Expenditures are otherwise reduced by the Canada Revenue Agency, the Company will indemnify each subscriber for the additional taxes payable by such subscriber as a result of the Company’s failure to renounce the Qualifying Expenditures or as a result of the reduction as agreed.

In consideration for their services rendered in connection with the Offering, the Company paid to the Agents a cash commission equal to 6.0% of the aggregate gross proceeds raised in the Offering and issued to the Agents an aggregate of 3,679,620 non-transferable broker warrants, each exercisable to acquire one common share of the Company at a price of $0.215 per common share for a period of 24 months following the closing of the Offering.

All securities issued and issuable pursuant to the Offering are subject to a statutory hold period expiring on February 23, 2027, in accordance with applicable Canadian securities laws. The Offering remains subject to the final approval of the TSX Venture Exchange.

This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities have not been and will not be registered under the United States Securities Act of 1933, or any state securities laws, and may not be offered or sold within the United States unless an exemption from such registration is available.

About Pirate Gold Corp.

Pirate Gold Corp. is a Newfoundland-focused exploration company advancing its 100%-owned Treasure Island Project, a district-scale property covering more than 90 km of strike along the Valentine Lake Fault Zone. Exploration is focused on the high-grade Moosehead gold system, the Moby Dick copper-gold porphyry/epithermal discovery and multiple regional targets across the Crippleback Intrusive Suite. The Company also holds a portfolio of Newfoundland gold projects, including the district-scale Fleur de Lys Project.