Centenario Signs LOI to Acquire the Cabot Copper and Gold Project in Newfoundland and Labrador, Announces A $1.5 Million Financing and Share Consolidation

(TheNewswire)

Highlights:

• Acquisition: Centenario Gold signs a non-binding LOI toacquire 100% of the Cabot Copper-Gold Project in Newfoundland’s BaieVerte Peninsula, a proven mining district.  

• Project Highlights:  

  • Cabot Copper Zone: up to 7% Cu in samples; 5drill-ready targets (4 untested); near Firefly Metals’ Ming Mine. 

  • Marble Cove Gold Prospect: historic samples up to 70.38g/t Au, located near Maritime Resources’ Point Rousse Gold Project. 

• Share Consolidation: Proposed up to a 10:1 rollback,reducing 41.8M shares to 4,183,249, aimed at improving liquidity andfundraising ability.  

• Financing: Announced a non-brokered private placementof up to $1.5M (15M units at $0.10, with half-warrants exercisable at$0.15 for 24 months).  

October 14th, 2025 – TheNewswire - Vancouver, BC – Centenario Gold Corp.
CTG (“Centenario” or the “Company”) ispleased to announce they have entered into a non-binding Letter ofIntent dated October 1, 2025 (“LOI”), with PNL Ventures Limited(“PNL”), an arm’s length Newfoundland company, to acquire a 100%interest in the Cabot Mineral Project (the “Cabot Project” or“Project”), a prospective copper, gold and cobalt explorationasset in Newfoundland’s Baie Verte Peninsula, a region with a longhistory of mining success and ongoing development.

Doug Fulcher, President & CEO ofCentenario Gold says. “The Project aligns well withCentenario’s exploration strategy, focusing on untested,high-potential targets in established mining jurisdictions withrenowned infrastructure. The Company recognizes the opportunity tofurther evaluate and potentially expand copper-gold mineralization atthe Cabot Project, particularly given current trends in copper demandand gold prices. The Project complements Centenario’s ongoingexploration initiatives.

The Cabot Project – A HighlyProspective Copper-Gold-Cobalt Asset in a Proven and Expanding MiningDistrict

The Cabot Project is a copper-gold-cobalt explorationproperty with two distinct mineralized zones: a copper-cobalt richsystem known as the “Cabot Copper Zone” and a separate quartz veinhosted gold system known as the “Marble Cove gold Prospect” thatcovers over 48 square kilometres (4,800 hectares). The Project isstrategically located in a top-tier mining jurisdiction with roadaccess, power infrastructure, and proximity to producing mines.

Cabot Copper Zone Highlights:

• Sampling has returned grades of up to 7% Cu, withmultiple kilometre-scale mineralized trend identified in the MainCabot VMS Zone.1 

• Copper occurs as chalcopyrite and bornite withinaltered volcanic and sedimentary units, indicating a stronghydrothermal system. 

• Geophysics and soil surveys have defined 5 drill-readytargets; 4-of which have not been tested by drilling ortrenching 
  

  
  

• The Project is located in a rapidly developing VMS
  District with a long history of historic mine development; located
  just 15km from Firefly Metals’ (ASX:FFM) Ming Copper-Gold Mine a
  significant mineral project with an estimated M
  I Resource of 21.5Mt of 1.8% CuEq with an inferred resource or 28.4Mt
  of 2% CuEq.2 

Marble
Cove Gold Prospect Highlights:

• A separate
  area of the project hosts gold mineralization,
  with historic sampling returning up to 70.38 g/t Au3 

• Gold is associated with narrow structurally controlledveins. 

• Situated in a favorable geological setting,approximately 4 km west and along strike of the mineralized trends ofMaritime Resources Corp.’s (TSX: MAE) (“Maritime Resources”) Point RousseGold Project. Point Rousse has produced over 200,000 oz of gold andhosts three major mineralized trends, each extending 3 to 8 km beforeterminating at the coast. Marble Cove lies directly west, across thebay from these known gold-bearing structures. 

Figure 1. Geological Map of the CabotProject

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Figure 2. Drone Imagery of surfacesulphide mineralization exposed in historic exploratorytrenching

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Transaction Terms:

Pursuant to the terms of the LOI, the Company willenter into a definitive option agreement (the “DefinitiveAgreement”) with PVL on or before October 31, 2025, pursuant towhich Centenario will have the option (the “Option”) to acquireup to 100% of PVL’s right, title and interest in and to the CabotProject. The Option can be exercised by Centenario by making thefollowing cash payments, issuances of post-Consolidation (as definedbelow) common shares (each, a “Common Share”) in the capital ofCentenario and incurring the exploration expenditures (collectively,the “Expenditures”) on or before the dates indicatedbelow:

Centenario may accelerate the exercise of the Option bymaking the cash payments, issuing the Shares and incurring theExpenditures prior to their respective due dates.

Concurrently with the exercise of the Option,Centenario will grant PVL a 3.0% net smelter return royalty(the “Royalty”) on all metals produced from the Project, payableafter commercial production begins. Centenario may repurchase 1.5% ofthe Royalty at any time within two years of commercial productioncommencement for $1,500,000. In addition, Centenario will pay anadvanced Royalty of$50,000 per year for three years post-Optionexercise, for a total of up to $150,000, withall such payments credited toward any future buy-back. A 3 km area ofinfluence applies to all after-acquired properties related to thetransaction, subject to identical Royalty terms as the originalProject.

All proposed securities issuances of Centenario aresubject to prior approval of the TSX Venture Exchange (“TSXV”)and, unless prior shareholder approval isobtained, no future share issuance under the Agreement will allow forthe creation of a Control Person, as defined by TSXV policies.No finder’s fees are anticipated to be paid inconnection with the transaction.

Centenario Gold Acquisition

Centenario’s acquisition of the Cabot Projectrepresents an expansion of its copper-gold portfolio withinNewfoundland’s Baie Verte Peninsula, an area noted for increasingexploration activity. The region includes ongoing projects such asFireFly Metals Ltd.’s (“FireFly”) Ming Copper-Gold Mine andMaritime Resources’ Point Rousse Gold Project, alongsideCentenario’s newly acquired copper and gold targets.

Figure 3.  Map showing the locationsof the modeled Electromagnetic plates as magenta lines over an imageof the VTEM channel 20 data. Plate 3 is the known mineralization atCabot. (EM Modelling completed by Fathom Geophysics)

Table 1 VTEM Generated thin Electromagnetic plates modeled byFathom Geophysics.

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Table 2 VTEM Generated thick Electromagnetic plates modeled byFathom Geophysics.

Click Image To View Full Size

Qualified Person:

Garth Graves, P.Geo., is an independent QualifiedPerson as defined by National Instrument 43-101 – Standards of Disclosure for MineralProjects and has reviewed and approved thescientific and technical information contained in this news release.Mr. Graves has not independently verified the data disclosedherein.

Information regarding adjacent properties, includingmineralisation and exploration results, is provided for context only.The Qualified Person has not verified the information on adjacent orgeologically similar properties, and such information is notnecessarily indicative of mineralisation on the Cabot Project.

Historical sampling results referenced in this releaseare from the sources cited herein. While the Company considers theseresults relevant as an indication of mineralisation potential, aQualified Person has not completed sufficient work to classify thehistorical results as current mineral resources or reserves.Centenario is not treating these results as current mineral resourcesor reserves, and further exploration is required to verify theseresults.

Share Consolidation

The Company also announces its intention to complete aconsolidation of its Common Shares on the basis of onepost-Consolidation Common Share for a maximum of every tenpre-Consolidation Common Shares (the “Consolidation”). Currently,a total of 41,832,489 Common Shares are issued and outstanding, whichwould be consolidated into 4,183,249 Common Shares in the event of themaximum Consolidation of 10:1.

Centenario’s board of directors has carefullyconsidered this consolidation of the common shares and believes that,if approved and implemented, Centenario would benefit from enhancedtrading liquidity and a greater ability to raise additional capital tofund its operations.

The Consolidation remains subject to approval by theTSXV and the effective date of the Consolidation will be announced ina subsequent news release. No fractional Common Shares will be issuedas a result of the Consolidation. Shareholders who would otherwise beentitled to receive a fraction of a post-Consolidated Common Sharewill have such fractional interest rounded up to the nearest wholenumber.

Private Placement

The Company also announces anon-brokered private placement of up to15,000,000 units (each, a “Unit”) at a price of $0.10 per Unit forgross proceeds of up to$1,500,000 (the “Offering”). Each unitwill consist of one common share and one half non-transferable commonshare purchase warrant (“Warrant”), with each Warrant beingexercisable to purchase one common share at a price of $0.15 cents for24 months from the date of issuance.  The Offering is expected toclose in October, 2025.

The Company may pay finders’ fees to eligiblefinders, in accordance with applicable securities laws and thepolicies of the TSXV. The Offering is subject to the approval of theTSXV, and all securities issued under the Offering will be subject toa statutory hold period expiring four months and one day from the dateof closing of the Offering.

The Company intends to use the net proceeds of theOffering for exploration and evaluation of potential new resourceprojects and general and administrative expenses, which may includefunds for marketing and investor relations.

Certain directors and officers of the Company mayacquire securities under the Offering. Any such participation will beconsidered to be a "related party transaction" as definedunder Multilateral Instrument 61-101 (“MI 61-101”). TheCompany expects that the Offering will be exempt from the formalvaluation and minority shareholder approvalrequirements of MI 61-101 as the Company is listed on the TSXV andneither the expected fair market value of securities being issued torelated parties nor the consideration being paid by related partieswould exceed 25% of the Company's market capitalization. Closingof the Offering is subject to TSXV acceptance.

The Existing ShareholderExemption

The Offering is also made available to registeredshareholders of the Company who, as of the close of business onAugust 15, 2025, hold common shares of the Company pursuant to theprospectus exemption set out in British Columbia Instrument 45-534 –Exemption from ProspectusRequirement for Certain Trades to Existing SecurityHolders. The existing shareholder exemptionlimits a shareholder to a maximum investment of $15,000 in a 12-monthperiod unless the shareholder has obtained advice regarding thesuitability of the investment and, if the shareholder is resident in ajurisdiction of Canada, that advice has been obtained from a personwho is registered as an investment dealer in the jurisdiction.

About
Centenario Gold Corp.:

Centenario Gold Corp. is a mineral exploration company
incorporated in British Columbia and headquartered in Vancouver,
Canada. The Company is focused on the acquisition, exploration, and
development of high-potential mineral projects in the Americas, with a
primary emphasis on gold, copper and silver.

The Company is committed to responsible exploration and
development, working closely with local communities and stakeholders.
Centenario’s management team brings extensive experience in mineral
exploration, project development, and capital markets.

Centenario Gold Corp. is listed on the TSX Venture
Exchange and continues to evaluate new opportunities to expand its
portfolio in both Mexico and Canada and deliver value to
shareholders.

On behalf of the Board of
Directors,

Doug
Fulcher

President, CEO, Director

For further information, please
call:

Doug Fulcher     604-803-5901

www.centenariogold.com

Neither TSXVenture Exchange nor its Regulation Services Provider (as that term isdefined in policies of the TSX Venture Exchange) acceptsresponsibility for the adequacy or accuracy of this release.

Caution RegardingForward Looking Statements:

This news releasecontains “forward-looking statements” and “forward-lookinginformation” (collectively, “forward-looking statements”) withinthe meaning of applicable securities legislation. Forward-lookingstatements are typically identified by words such as “believes”,“expects”, “anticipates”, “intends”, “estimates”,“plans”, “may”, “should”, “would”, “will”,“potential”, “scheduled”, or variations of such words andphrases, or statements that certain actions, events or results“may”, “could”, “would”, “might” or “will” betaken, occur or be achieved. All statements in this news release thatare not purely historical are forward-looking statements and include,without limitation, statements regarding the Company’s plans,expectations, and objectives for the Cabot Project and other mineralproperties; the anticipated benefits and timing of the proposedDefinitive Agreement and Consolidation; the Company’s explorationplans and objectives; the potential for mineralization at the CabotProject; the timing and completion of required regulatory approvals;and other future events or developments. Forward-looking statementsare based on the reasonable assumptions, estimates, expectations,analyses and opinions of management made in light of its experienceand perception of trends, current conditions and expecteddevelopments, as well as other factors that management believes to berelevant and reasonable in the circumstances at the date suchstatements are made. Material assumptions include, but are not limitedto: the ability to obtain necessary regulatory approvals; theavailability of financing and personnel; the accuracy of historicalinformation and technical data; and that market fundamentals willsupport the business and exploration plans of the Company. Suchstatements involve known and unknown risks, uncertainties and otherfactors that may cause actual results, performance or achievements todiffer materially from those anticipated in such statements. Theserisks and uncertainties include, but are not limited to: risks relatedto mineral exploration and development; the possibility that futureexploration results will not be consistent with the Company’sexpectations; risks related to the ability to obtain necessaryregulatory approvals; changes in commodity prices and marketconditions; risks related to operating in foreign jurisdictions;environmental and permitting risks; and other risks described in theCompany’s public disclosure documents filed on SEDAR+ at www.sedarplus.ca. Additional factors that may affect futureresults include general economic, market or business conditions,changes in financial markets, inflationary pressures, fluctuations ininterest rates, ongoing labour shortages, and geopolitical events suchas the conflicts in Ukraine and Palestine. The Company cautions thatthe impacts of these factors are currently difficult to predict andmay materially affect the Company’s operating performance, financialposition, and future prospects. Readers are cautioned not to placeundue reliance on forward-looking statements. The Company does notundertake to update any forward-looking statements, except as requiredby applicable law.

1 Historic Grab Samples,taken by Ken Lewis (Vendor) in 2000 and Assayed at Eastern Analyticalan accredited lab in Newfoundland andLabrador.

2 FFM Press Release Dated October 29th, 2024

3 Historic Grab Samples, taken by Dan Jacob (Vendor) in 2024and Assayed at Eastern Analytical an accredited lab in Newfoundlandand Labrador.

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