Canary Gold Issues Shares Pursuant to Agreement to Acquire Property at Madeira River, Rondonia, Brazil

(TheNewswire)

Vancouver, British Columbia – TheNewswire - February 25, 2026 –Canary Gold Corp. (CSE: BRAZ; OTC: CNYGF; Frankfurt: K5D)(“Canary Gold” or the “Company”) announces that in connection withthe previously announced purchase agreement (the “Agreement”) betweenthe Company and Talisman Venture Partners Ltd. (“Talisman”) datedAugust 29, 2025, the Company has issued a further 1,500,000 commonshares in its capital at a price of CAD$0.30 per share, representingthe “Final Payment” of CAD$450,000 required under the Agreement. 

Pursuant to the Agreement, as previously disclosed inthe news release dated August 29, 2025, the Company acquired a 100%interest in ten mineral tenements totaling approximately 94,700hectares located in the state of Rondônia, Brazil (the“Property”) for total consideration of CAD$1,700,000, satisfiedthrough a combination of cash and shares as follows:

• A cash payment of CAD$50,000 on execution of theDefinitive Agreement (paid);  

• the issuance of 4,000,000 common shares of Canary Goldat a deemed price of CAD$0.30 per share (for a deemed consideration ofCAD$1,200,000) on execution of the Definitive Agreement (issued onAugust 29, 2025); and  

• On the date that is 180 days following the execution ofthe Definitive Agreement (the Final Payment Date”), at the election ofCanary Gold, in its sole discretion, either (A) a further cash paymentof CAD$450,000; or (B) the issuance of CAD$450,000 worth of commonshares (the “FinalPayment”), each share to be issued at a priceequal to the higher of (x) CAD$0.30 or (y) the volume weighted averageprice of the Company’s common shares on the CSE for the 10 tradingdays preceding the Final Payment Date. 

As part of the transaction, Talisman retained a 1.0%Net Smelter Return (NSR) royalty on all commercial mineral productionfrom the Property, one-half of which (reducing the NSR to 0.5%) may bepurchased by Canary Gold at any time for CAD$1,000,000.

The shares issued are subject to a four-month holdperiod expiring June 26, 2026.

AboutCanary Gold Corp.

Canary Gold Corp. is a Canadian public exploration company focused on theacquisition and advancement of gold projects in Brazil. The Companyholds an option to earn up to a 70% undivided interest inthe Rio MadeiraProject through a series of staged explorationexpenditures and milestone payments.

In August 2025, Canary furtherexpanded its regional strategy by entering into a definitive agreementto acquire a 100% interest in ten additional mineral tenementstotaling approximately 94,700 hectares from Talisman Venture Partners Ltd., a private British Columbia corporation. The totalconsideration of CAD $1.7 million has been satisfied through stagedcash and share payments.

Talisman retains a 1.0% net smelter return (NSR)royalty on future production from the acquired tenements, one-half ofwhich (reducing the NSR to 0.5%) may be repurchased by the Company atany time for CAD $1.0 million.

Together, these interests provide Canary Gold with adominant and strategically consolidated land position in the MadeiraRiver region of Rondônia State — one of Brazil’s most prospectiveyet underexplored gold provinces.

For Further Information, PleaseContact:
Canary Gold Corp.
Mark Tommasi,President
Tel: (604) 318-1448
www.canarygold.ca

Cautionary Statement RegardingForward-Looking Information

This news releasecontains forward-looking statements within the meaning of applicablesecurities laws that are not historical facts. Forward-lookingstatements are often identified by terms such as “will”, “may”, “should”, “anticipates”, “expects”, “believes”, and similar expressions or the negativeof these words or other comparable terminology. All statements, otherthan statements of historical fact, included in this release,including, without limitation, statements regarding theCompany’splanned exploration programs and drill programs and potentialsignificance of results, are forward-looking statements that involverisks and uncertainties. There can be no assurance that suchstatements will prove to be accurate and actual results and futureevents could differ materially from those anticipated in suchstatements. Important factors that could cause actual results todiffer materially from the Company’s expectations include but are not limitedto the risks detailed in the Company’s Prospectus and in the continuousdisclosure filings made by the Company with securities regulationsfrom time to time. The reader is cautioned that assumptions used inthe preparation of any forward-looking information may prove to beincorrect. Events or circumstances may cause actual results to differmaterially from those predicted, as a result of numerous known andunknown risks, uncertainties, and other factors, many of which arebeyond the control of the Company. The reader is cautioned not toplace undue reliance on any forward-looking information. Suchinformation, although considered reasonable by management at the timeof preparation, may prove to be incorrect and actual results maydiffer materially from those anticipated. Forward-looking statementscontained in this news release are expressly qualified by thiscautionary statement. The forward-looking statements contained in thisnews release are made as of the date of this news release and theCompany will update or revise publicly any of the includedforward-looking statements only as expressly required by applicablelaw.

No securitiesexchange or commission has reviewed or accepts responsibility for theadequacy or accuracy of this release.

Disclaimer 

This news releasedoes not constitute an offer to sell or a solicitation of an offer tobuy nor shall there be any sale of any securities in any jurisdictionin which such offer, solicitation, or sale would be unlawful. Thesecurities of the Company have not been and will not be registeredunder the United States Securities Act of 1933, as amended (the“1933 Act”),or any state securities laws and may not be offered or sold in the“United States” or to “U.S. persons” (as such terms are definedin Regulation S under the 1933 Act) unless registered under the 1933Act and applicable state securities laws, or an exemption from suchregistration requirements is available.

Copyright (c) 2026 TheNewswire - All rights reserved.