FAIRCHILD GOLD ANNOUNCES FULLY COMMITTED PRIVATE PLACEMENT FINANCING WITH A EUROPEAN STRATEGIC INVESTOR

VANCOUVER, B.C., Oct. 14, 2025 (GLOBE NEWSWIRE) -- via IBN - Fairchild Gold Corp. (“Fairchild” or the “Company”) (TSXV: FAIR), is pleased to announce a non-brokered private placement financing (the “Offering”). The fully committed placement, the majority of which is being subscribed by a European Strategic Investor, is expected to close on or about October 17, 2025, subject to customary regulatory approvals.

The Offering will consist of up to 12,222,222 units (the “Units”) at a price of C$0.09 per Unit, for total gross proceeds of approximately C$1,100,000. Each Unit will consist of one common share in the capital of the Company (each, a “Share”) and one common share purchase warrant (a “Warrant”). Each Warrant will entitle the holder to purchase one additional Share at a price of $0.15 per Share for a period of five years from closing of the Offering. The Warrants will include an acceleration clause stating that if the daily volume-weighted average closing price of the Common Shares on the TSX Venture Exchange is at least $0.50 per Common Share for a period of five (5) consecutive trading days, beginning 12 months after the closing date of the Offering (the "Triggering Event"), the Company may, within 5 days of the Triggering Event, accelerate the expiry date of the Warrants. Notice will be provided to the holders of the Warrants by way of a news release, and in such case, the Warrants will expire on the first day that is ten (10) calendar days after the date on which such notice is given.

The Offering is subject to all necessary regulatory approvals, including the approval of the TSX Venture Exchange. The securities issued under the Offering will be subject to a hold period under applicable securities laws in Canada expiring four months and one day from the closing date of the Offering. No finder's fees will be paid in connection with the Offering.

Proceeds of the Offering will be used to advance the Company’s Nevada gold projects and for general working capital purposes.

Nikolas Perrault, CFA, Executive Chairman of Fairchild, stated:

“This swiftly executed financing led by a seasoned European based Strategic Investor is a strong vote of confidence in the Company’s focused value creation strategy as it accelerates its ongoing efforts in Nevada.”

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.