Fairchild Gold Announces Upsizing of Its Private Placement

Vancouver, British Columbia–(Newsfile Corp. – July 29, 2026) – Fairchild Gold Corp. (TSXV: FAIR) (“Fairchild” or the “Company“), is pleased to announce it has upsized its previously announced non-brokered private placement. The Company intends to raise up to an additional $400,000 (the “Offering“) through the issuance of up to 6,666,666 units (each, a “Unit“) at a price of $0.06 per Unit, for aggregate gross proceeds of up to $2,200,000, in order to meet increased demands.

Each Unit is comprised of one common share (a “Common Share“) in the capital of the Company and one common share purchase warrant (a “Warrant“), whereby each whole Warrant shall be convertible into an additional Common Share at an exercise price of $0.10 for a period of sixty (60) months from the date of issuance.

Closing of the Offering is subject to certain conditions including, but not limited to, the receipt of applicable regulatory approvals, including the approval of the TSX Venture Exchange. No finder’s fee was paid in this Offering. All securities issued under the Offering are subject to a hold period expiring four months and one day from the closing date. Fairchild intends to use the net proceeds of the Offering to complete the closing of the Golden Arrow Project acquisition and for general working capital purposes.

Certain insiders of the Company may acquire Units. Such participation will each be considered a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of the Offering due to the fair market value of the related party participation being below 25% of the Company’s market capitalization for purposes of MI 61-101. The Company will file a material change report in respect of the Offering. However, the material change report will be filed less than 21 days prior to the closing of the Offering, which is consistent with market practice and the Company deems reasonable in the circumstances.

This press release does not constitute an offer to sell nor is 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.

About Fairchild Gold Corp.

Fairchild Gold Corp. is a public company engaged in the exploration and development of copper, gold and silver assets in North America. The Company’s strategy is focused on advancing its Nevada property portfolio through disciplined exploration, strategic transactions and responsible development practices.

Fairchild Gold’s recently assembled portfolio of three Nevada properties includes Nevada Titan, Fairchild’s flagship property, located in the Goodsprings Mining District, Nevada, an area known for historical high-grade copper, gold and platinum group element mining. More recently, Nevada Titan has also been highlighted for its near-surface antimony and cobalt potential. Fairchild has also entered into a Definitive Agreement and received required shareholder approval toward the acquisition of the Golden Arrow property in the prolific Walker Lane mineral belt. Golden Arrow encompasses two principal resource areas, Gold Coin and Hidden Hill, with a combined measured, indicated and inferred resource base outlined in a National Instrument 43-101 technical report prepared by RESPEC and filed in February 2026. Fairchild’s Carlin Queen property is a gold-silver exploration project located near the intersection of the Carlin and Midas-Hollister gold trends. Fairchild intends to leverage Nevada’s established mining infrastructure, technical expertise and supportive operating environment as it advances its portfolio of properties.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as the term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy of this news release.

Cautionary Statement Regarding Forward-Looking Information

Certain information contained in this news release constitutes “forward-looking information” or “forward-looking statements” (collectively, “forward-looking information”). Without limiting the foregoing, such forward-looking information includes statements regarding the use of proceeds of the Offering and any statements regarding the Company’s business plans, expectations and objectives. In this news release, words such as “may”, “would”, “could”, “will”, “likely”, “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate” and similar words and the negative form thereof are used to identify forward-looking information. Forward-looking information should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. Forward-looking information is based on information available at the time and/or the Company management’s good faith belief with respect to future events and is subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond the Company’s control. For additional information with respect to these and other factors and assumptions underlying the forward-looking information made in this news release, see the Company’s most recent Management’s Discussion and Analysis and financial statements and other documents filed by the Company with the Canadian securities commissions and the discussion of risk factors set out therein. Such documents are available at www.sedarplus.ca under the Company’s profile and on the Company’s website, https://fairchildgold.com/. The forward-looking information set forth herein reflects the Company’s expectations as at the date of this news release and is subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.

Not for distribution to U.S. newswire services or for dissemination in the United States

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