1. Think of it like a pre-revenue biotech startup, but for discovering gold deposits instead of developing drugs.

2. It's like an early-stage oil and gas exploration company, but focused on finding gold and copper deposits.

• Gold and Copper Exploration: Identifying and evaluating mineral deposits for gold and copper through geological surveying, drilling, and analysis, as exemplified by the Whistler Project.
• Mineral Asset Development: Advancing identified gold and gold-copper projects towards potential future production, including activities such as resource definition and feasibility studies.

Tim Smith, President & CEO

Mr. Smith has over 25 years of experience in mineral exploration and mining, primarily focusing on gold systems across Australia and Canada. He has a proven track record of discovery, notably leading the team at the Coffee Gold Deposit in Yukon, Canada, as Vice President Exploration for Kaminak Gold Corporation. Kaminak Gold Corporation was subsequently acquired by Goldcorp Inc. for C$520 million in 2016. His career also includes roles as Regional Director Generative Exploration, North America for Newmont Corporation from June 2019 to April 2022, and Exploration Director for Goldcorp Inc. from August 2016 to June 2019. He spent 15 years working in the Australian outback before moving to Canada in 2010.

Tyler Wong, Chief Financial Officer

Mr. Wong brings over 15 years of financial and accounting experience with publicly listed companies on NASDAQ, NYSE, TSX, and TSX-V. He possesses extensive knowledge in financial reporting, SOX, and internal controls. Prior to his appointment as Chief Financial Officer on December 20, 2024, he served as the company's Interim Chief Financial Officer, Secretary, and Treasurer. His background includes serving as Corporate Controller for GoldMining Inc., Gold Royalty Corp., and Uranium Royalty Corp., and he is an alumnus of the audit and assurance group at Deloitte LLP, specializing in the mining sector.

Imola Götz, Vice President, Project Development

Ms. Götz is a veteran mining engineer with over 30 years of international experience in both open-pit and underground mining environments. Her experience spans world-renowned gold mining camps such as Hemlo and Timmins. She is an expert in developing life of mine plans, strategic business plans, and comparative economic evaluations of mining projects. Ms. Götz has held progressive leadership roles at major mining companies including Goldcorp, Newmont, Eldorado Gold, Sandstorm Gold Royalties, and Royal Gold. She is responsible for leading the advancement and development of engineering, procurement, construction management, and project controls for the Whistler Project.

Alastair Still, Chairman of the Board

Mr. Still is a co-founder of U.S. GoldMining and an experienced mining industry professional with over 25 years of experience, including working for some of the world's largest gold miners. He was appointed as a director and Chairman of the company on September 12, 2022. Mr. Still also serves as Chief Executive Officer of GoldMining and Director of Technical Services for Gold Royalty Corp. He has extensive experience in corporate development, including global M&A evaluations, due diligence, and acquisitions.

Garnet Dawson, Director

Mr. Dawson served as the President of U.S. GoldMining from 2015 through September 12, 2022. He has been a member of the board of directors of GoldMining, the parent company, since 2018, and Freegold Ventures Limited since 2011. Additionally, he has served on the board of directors of Spanish Mountain Gold Ltd. since October 2022. Mr. Dawson was the Chief Executive Officer of GoldMining from 2014 to April 2021.

• Exploration Stage with No Operating Revenues and High Cash Burn: US Goldmining is an exploration-stage company with no operating revenues and does not anticipate generating any in the foreseeable future. The company's business model involves significant cash burn for exploration and development, leading to a limited cash runway and the necessity for future financing, which could result in shareholder dilution. An investment in the company's securities is considered speculative due to the early stage of its mineral properties.
• Single Project Dependency: The company's success is entirely dependent on the exploration, development, and eventual operation of its Whistler Project, which is currently its only project. This singular focus means that any adverse developments related to the Whistler Project could materially and adversely affect the company's future business, operations, and financial condition.
• Metal Price Risk: As a gold-copper exploration project, US Goldmining is exposed to the inherent volatility of gold and copper prices. Fluctuations in these metal prices can significantly impact the potential economic viability of the Whistler Project and, consequently, the company's overall prospects.

For US Goldmining (USGO), an exploration-stage company focused on its Whistler Gold-Copper Project, the anticipated drivers of future revenue growth over the next 2-3 years are intrinsically linked to the advancement of its project towards commercial production. Although the company currently has no operating revenues and does not anticipate generating revenues for the foreseeable future, a recent Preliminary Economic Assessment (PEA) outlines a pathway to production.

1. Advancement of the Whistler Project Towards Commercial Production: The primary driver of future revenue growth will be the progression of the Whistler Project through key development stages. Following a positive Preliminary Economic Assessment (PEA), which projects an average annual production of 345,000 gold equivalent ounces during the first three years of operations, the company will focus on pre-feasibility and feasibility studies, securing necessary permits, and commencing mine construction. Construction is anticipated to take two years, suggesting that revenue generation could begin within or shortly after the 2-3 year timeframe.
2. Expansion of Mineral Resources and Exploration Success: The PEA is based on indicated mineral resources at the Whistler Deposit, which is one of three known gold-copper deposits within the project. Continued successful exploration and resource definition at Whistler and other deposits, such as Island Mountain and Raintree, could lead to an expanded resource base. This expansion would enhance the project's overall economics, potentially increasing the scale and longevity of future mining operations, thereby driving long-term revenue growth.
3. Favorable Gold and Copper Market Prices: As the Whistler Project is a gold-copper asset, the prevailing market prices for these commodities will significantly impact future revenue. The PEA highlighted that at current spot prices for gold and copper, the project's estimated after-tax net present value and internal rate of return substantially increase compared to base case prices. Sustained or rising prices for gold and copper during the development phase and into initial production would directly translate into higher revenues.
4. Successful Project Financing and Strategic Partnerships: The estimated initial capital expenditure for construction is $1.28 billion. Securing the necessary funding through debt, equity, or strategic partnerships is critical for advancing the project to the construction and operational phases. Successful financing within the next 2-3 years will enable the transition from an exploration company to a revenue-generating producer.
5. Efficient Permitting and Infrastructure Development: The timely acquisition of all necessary regulatory permits and the development of supporting infrastructure are crucial for maintaining the project's development schedule. The project's location at the end of a proposed access road, which would connect it to existing infrastructure, indicates the importance of such external developments. Expediting these processes will be vital in bringing the mine into operation on schedule, thereby driving the initiation of future revenue streams.

Share Issuance

• U.S. GoldMining completed an Initial Public Offering (IPO) in April 2023, raising $20.0 million in gross proceeds by pricing 2,000,000 units at $10.00 per unit, with each unit comprising one share of common stock and one warrant.
• In 2025, U.S. GoldMining raised $13.12 million in gross proceeds through an at-the-market (ATM) share program to fund exploration at the Whistler Project and general corporate activities.
• As of June 30, 2025, the company had 1,740,992 outstanding share purchase warrants, each exercisable at $13.00 per share and expiring April 24, 2026.

Inbound Investments

• The Initial Public Offering in April 2023 generated $20.0 million in gross proceeds from public investors.
• The at-the-market share program in 2025 resulted in $13.12 million in gross proceeds.

Capital Expenditures

• The $13.12 million raised through the at-the-market program in 2025 was partly allocated to funding exploration activities at the Whistler Project.
• A Preliminary Economic Assessment (PEA) for the Whistler Project, announced in March 2026, estimated initial capital costs for construction at $1.28 billion, with construction anticipated to take two years.
• The PEA also projected sustaining capital expenditures over the life of mine to be approximately $381.1 million, primarily for mine equipment ramp-up and staged expansion of the tailings storage facility.