Dryden Gold Corp. (TSX-V: DRY) (OTCQB: DRYGF) (FSE: X7W)  wishes to announce a proposed non-brokered equity financing under the Listed Issuer Financing Exemption (as defined below), whereby the Company intends to raise up to $7 million through an offering of up to 34,285,714 shares comprised of flow-through common shares, charity flow-through shares and hard dollar shares. Up to 14,285,714 FT Shares will be offered at $0.24 per share for maximum aggregate proceeds of $2,000,000. Up to 12,500,000 CFT Shares will be offered at a price of $0.284 per CFT Share for maximum aggregate proceeds of $3,550,000. Up to 7,500,000 HD Shares will be offered at a price of $0.20 per HD Share for maximum aggregate proceeds of $1,450,000. Subject to compliance with applicable securities laws and the approval of the TSX Venture Exchange, finders’ fees of 6% cash of the CFT Shares, FT Shares and HD Shares sold under the Financing may be payable to eligible arm’s length persons with respect to certain subscriptions accepted by the Company.

The proceeds of the Financing will be used to expand the Company’s current drill program to 30,000 meters and for general corporate purposes.

The LIFE Offering will close in one or more tranches on completion of documentation with the final closing on or before September 5, 2025, or such other date or dates as the Company may determine, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange. Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 – Prospectus Exemptions, the LIFE Offering is being made pursuant to the listed issuer financing exemption under Part 5A of NI 45-106. The securities offered under the Listed Issuer Exemption will not be subject to a hold period in accordance with applicable Canadian securities laws. There is an offering document related to this Offering that can be accessed under the Company’s profile at www.sedarplus.ca and at https://drydengold.com/. Prospective investors should read this offering document before making an investment decision.

The FT Shares and the CFT Shares will qualify as “flow-through shares” (within the meaning of subsection 66(15) of the Income Tax Act (Canada). An amount equal to the gross proceeds from the issuance of the FT Shares and the CFT Shares will be used to incur eligible resource exploration expenses which will qualify as (i) “Canadian exploration expenses” (as defined in the Tax Act), and (ii) as “flow-through mining expenditures” (as defined in subsection 127(9) of the Tax Act).

The Company anticipates that insiders may subscribe for HD Shares. The issuance of HD Shares to insiders is considered a related party transaction subject to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. The Company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(b) and 5.7(b) of Multilateral Instrument 61-101.

Qualified Person

The technical disclosure in this news release has been reviewed and approved by Maura J. Kolb, M.Sc., P.Geo., President of Dryden Gold and a Qualified Person as defined by National Instrument 43-101 of the Canadian Securities Administrators

ABOUT DRYDEN GOLD CORP.

Dryden Gold Corp. is an exploration company focused on the discovery of high-grade gold mineralization listed on the TSX Venture Exchange, on the OTCQB marketplace and on the Frankfurt Exchange. The Company has a strong management team and Board of Directors comprised of experienced individuals with a track record of building shareholder value through property acquisition and consolidation, exploration success, and mergers and acquisitions. Dryden Gold controls a 100% interest in a dominant strategic land position in the Dryden District of Northwestern Ontario. Dryden Gold’s property package includes historic gold mines but has seen limited modern exploration. The property hosts high-grade gold mineralization over 50km of potential strike length along the Manitou-Dinorwic deformation zone. The property has excellent infrastructure, enjoys collaborative relationships with First Nations communities and benefits from proximity to an experienced mining workforce.