Vancouver, British Columbia--(Newsfile Corp. - October 28, 2026) - Fairchild Gold Corp. (TSXV: FAIR) ("Fairchild" or the "Company"), is pleased to announce the closing of its non-brokered private placement financing on October 27, 2026, for aggregate gross proceeds of C$725,200 (the "Offering") through the issuance of 12,086,666 units (the "Units") at a price of $0.06 per Unit.

Each Unit is comprised of one common share in the capital of the Company (a "Common Share") 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.

In connection with the Offering, the Company paid cash commissions of $6,336 to certain finders and issued 105,600 non-transferable compensation common share purchase warrants (the "Compensation Warrants"). Each Compensation Warrant entitles the holder thereof to purchase one Common Share at an exercise price of $0.10 per Common Share for a period of sixty (60) months from the date of issuance.

The Common Shares, Warrants and Compensation Warrants issued under the Offering will be subject to a statutory hold period expiring four months and one day from the date of issuance. The Offering remains subject to final approval of the TSX Venture Exchange. Fairchild intends to use the net proceeds of the Offering primarily towards its Golden Arrow Property and for general working capital purposes.

An insider of the Company indirectly subscribed for a total of 3,000,000 Units under the Offering. A subscription by an insider of the Company is considered to be a "related party transaction" of the Company within the meaning of Exchange Policy 5.9 - Protection of Minority Security Holders in Special Transactions and Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on Section 5.5(a) of MI 61-101 as the fair market value of the Offering, insofar as it involves the insider, is not more than 25% of the Company's market capitalization. Additionally, the Company is exempt from the minority shareholder approval requirement in Section 5.6 of MI 61-101 in reliance on Section 5.7(a) as the fair market value of the Offering, insofar as it involves the insider, is not more than 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days before the closing of the Offering because the details of the insider participation were not finalized until closer to closing of the Offering and the Company wished to close the Offering as soon as practicable for sound business reasons.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

About Fairchild Gold Corp.

Fairchild Gold Corp. is a Nevada-focused mineral exploration and development company with a portfolio of three complementary assets: Nevada Titan, Golden Arrow and Carlin Queen.

Golden Arrow provides Fairchild with an established open-pit-oriented gold-silver resource within Nevada's prolific Walker Lane mineral belt. Nevada Titan is the Company's high-impact porphyry copper-gold-silver-antimony exploration project in the historic Goodsprings Mining District of southern Nevada. Carlin Queen provides additional epithermal gold-silver exploration exposure near the intersection of the Carlin and Midas-Hollister mineral trends. It is situated adjacent to the northern boundary of the Hollister Mine complex of Hecla Mining Company, which is current drilling and evaluating Hollister for re-opening of this mine that has been on care-and-maintenance.

Fairchild's strategy is to build a significant Nevada-focused exploration and development platform combining established resources with opportunities for major new discoveries.

On behalf of the Board of Directors

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. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include the proposed use of proceeds of the Offering, the risk that required approvals, including the final approval of the TSXV, may not be obtained, the risk associated with mineral exploration and development activities, the risk that the Company will encounter unanticipated geological factors, the possibility that the Company may not be able to secure permitting and other agency or governmental clearances necessary to carry out the Company's exploration and development plans, and risks of political uncertainties and regulatory or legal changes in the jurisdictions where the Company carries on its business that might interfere with the Company's business and prospects. 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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Source: Fairchild Gold Corp.