Goliath Resources Limited (TSX-V: GOT) (OTCQX: GOTRF) (Frankfurt: B4IF) further to its press release dated January 22, 2026, is very pleased to announce that it has received TSX Venture Exchange approval and has issued 3,000,000 common shares to The J2 Syndicate and J2 Syndicate Holdings Ltd. pursuant to an amending agreement dated January 21, 2026 which amends its existing property option agreement with the Optionors in respect of its Golddigger Property located in the Golden Triangle, B.C., which hosts the high-grade Surebet Gold Discovery. The Consideration Shares have a four month plus one day hold period from the date of issuance.

As a result of the issuance of the Consideration Shares, Goliath has earned the remaining 51% ownership interest in the Golddigger Property and now holds a 100% interest in the property. In addition, Goliath has bought down 1% of the 3% Net Smelter Returns reducing it to a 2% NSR held by the Optionors.

Other key features of the Amending Agreement include:

• Goliath must publish a mineral resource estimate on or before June 1, 2030, and thereafter on every three-year anniversary of June 1, 2030;
• Goliath will be required to pay the Optionors US$1 for every gold equivalent ounce over 4,000,000 gold equivalent ounces disclosed in an MRE rather than US$1 for every gold equivalent ounce over 2,000,000 gold equivalent ounces; and
  • should there be a change of control prior to Goliath publishing an MRE, the acquirer would assume the obligations of the Company under the Option Agreement, including the requirement to deliver an MRE would be changed from June 1, 2030 to the third anniversary of the date of completion of such change of control.

Proposed McEwen Inc. Warrant Extension

The Company will not be proceeding with the proposed extension of the expiry date of the warrants issued to McEwen Inc., as first disclosed in the Company’s news release dated February 28, 2026. The TSXV did not approve the request as determined by the nature of McEwen Inc. acquiring Goliath units initially press released on January 9, 2025 and completed as an “expedited acquisition” that is treated according to their Policy 5.3. Accordingly, McEwen Inc.’s 2,590,673 common share purchase warrants of the Company with a strike price of $2.50 will expire end of day, March 10, 2026.

About Goliath Resources Limited

Goliath Resources is an explorer of precious metals projects in the highly prospective Golden Triangle of Northwestern British Columbia. All of its projects are in high quality geological settings and geopolitical safe jurisdictions amenable to mining in Canada. Goliath is a member and active supporter of CASERM which is an organization that represents a collaborative venture between Colorado School of Mines and Virginia Tech. Goliath completed its largest fully funded drill campaign to date for a total of 64,364 meters in 2025. It is fully funded for a similar sized drill program in 2026. The Company’s key strategic cornerstone shareholders include Crescat Capital, a Global Commodity Group (Singapore), McEwen Inc. (NYSE: MUX) (TSX: MUX), Waratah Capital Advisors, Rob McEwen, Eric Sprott and Larry Childress.