Leviathan Metals Announces Agreement to Sell Timor Gold Project License to Au Gold Corp.

Rhea-AI Summary

Leviathan Metals (OTC:LVXFF) agreed to sell the Timor Gold Project (EL006278) in Victoria, Australia to Au Gold Corp in exchange for CAD$75,000 cash (CAD$10,000 on signing, CAD$65,000 on closing) and 5,000,000 Au Gold shares, representing 11.16% ownership of Au Gold as of Jan 16, 2026. Timor covers 116.45 km2 and hosts historic high‑grade workings including Leviathan Mine (documented production 181,000 tonnes for 67,511 oz at 11.4 g/t Au).

The MPSA includes contingent cash consideration of $3.00 per ounce for any JORC or NI 43‑101 resources disclosed, payable within 90 days of public disclosure. Closing is subject to TSX Venture Exchange approval. Separately, Leviathan entered a marketing services agreement for C$260,000 through Oct 31, 2026 with optional renewals.

Positive

• Upfront cash proceeds of CAD$75,000 (CAD$10k signing, CAD$65k closing)
• Receipt of 5,000,000 Au Gold shares representing 11.16% stake in Au Gold
• Contingent upside via $3.00 per oz cash for disclosed JORC/NI 43‑101 resources

Negative

• Divestiture of Timor removes a non‑core asset with documented historic production (67,511 oz)
• Marketing agreement obligates C$260,000 cash through Oct 31, 2026 with paid renewal options

VANCOUVER, British Columbia, Jan. 15, 2026 (GLOBE NEWSWIRE) -- Leviathan Metals Corp. (“Leviathan” or the “Company”) (LVX – TSXV, LVXFF – OTC, 0GP – FSE) is pleased to announce its wholly-owned subsidiary, Leviathan Gold (Australia) Pty Ltd. (“LVX AUS”) entered into a mineral property sale agreement (“MPSA”) with Au Gold Corp. (AUGC, TSXV) pursuant to which it will sell EL006278 in the Victorian Goldfields, Australia, which license covers the Timor Gold Project (“Timor”) in exchange for a cash payment of $10,000 on signing of the MPSA, $65,000 on closing of the purchase and sale and the issuance to LVX AUS of 5,000,000 common shares of Au Gold Corp. (“AUGC”) which will result in LVX AUS owning 11.16% of the issued and outstanding shares of AUGC (based on the issued and outstanding shares of AUGC as of the date of this press release). LVX AUS does not presently hold any securities of AUGC.

Timor covers 116.45 square kilometers in the Central Maryborough district of Central Victoria, encompassing over 25 kilometers of high-grade historic mine workings that include the historic Leviathan Mine. These workings fall on a so-called “reefline” – a linear structural trend hosting quartz veins and stockworks within a broad north-south trending fault system prospective for high-grade gold mineralization. By 1862 approximately 90 such reefs were reportedly known in the area of Leviathan Mine, with production records suggesting that such occurrences produced “more than an ounce of gold per tonne”¹.

Limited diamond drilling by the Company at the Leviathan Mine returned 11.46 meters at 5.27 g/t Au from 232.05 in hole 21LEV002 (press release of March 9, 2022). Documented historic production for the Leviathan Mine is 181,000 tonnes for 67,511 ounces of gold at a grade of 11.4 g/t Au².

LVX AUS will hold the Au Gold Corp. shares for ownership and investment purposes only. Following the closing of the purchase and sale, LVX AUS intends to review, on a continuous basis, various factors related to its holdings in AUGC, including (but not limited to) the price and availability of the securities of AUGC, subsequent developments affecting AUGC or its business, and the general market and economic conditions. Based upon these and other factors, LVX AUS may decide to purchase or sell securities of AUGC.

The MPSA also provides for contingent consideration of $3.00 per ounce of JORC or NI 43-101 compliant resources disclosed in a JORC or NI 43-101 technical report, with such amount payable in cash no later than 90 days following public disclosure of the technical report.

Luke Norman, President and CEO of Leviathan commented, “The disposal of Timor places this non-core asset in experienced, local hands via a tightly-held corporate structure, thereby providing upside to Au Gold’s exploration success at the property – an area of recorded historic high-grade production. We wish Marc Blythe and his team the best of success in their programs at Timor.”

Completion of the purchase and sale provided for in the MPSA is subject to the approval of the TSX Venture Exchange.

Strategic Investor Relations Campaign

Leviathan is pleased to announce it has entered into an agreement with 1502656 B.C. LTD. (“BCLTD”), led by Nathan Nowak, to provide strategic digital media services, marketing (including awareness campaigns) and data analytical services to the Company (the “Marketing Agreement”). The term of the Marketing Agreement is until all statements of work ordered by Leviathan are delivered, which is expected to occur by not later than October 31, 2026. During the term of the Marketing Agreement, BCLTD will be paid cash compensation equal to C$260,000. Following the end of the term, Leviathan can renew the Marketing Agreement for up to four (4) successive three-month terms at a cost of C$260,000 for each three-month extension. BCLTD and its principals are arm’s length to the Company. As of the date hereof, to the Company’s knowledge, BCLTD (including its directors and officers) do not own any securities of the Company. BCLTD is located at 3849 154th Street Surrey, BC V3Z0V3, and can be reached at nate@wagnergroup.media. 

About Leviathan Metals Corp.

Leviathan Metals Corp., previously known as Leviathan Gold Ltd., is a Canadian-based mineral exploration company listed on the TSXV (LVX), OTC (LVXFF), and Germany (0GP).

Qualified Person and Data Verification

The technical content of this news release has been reviewed, verified and approved by Keith Whitehouse, AusIMM (CP), Exploration Manager of Leviathan Gold (Australia) Pty. Ltd., a qualified person as defined by NI 43-101. 

On behalf of the Company
Luke Norman, Chief Executive Officer and Director

For further information, please visit the Company website www.leviathanmetals.com, the Company’s profile on SEDAR+ at www.sedarplus.com, or contact:

Luke Norman,
Direct: (778) 238-2333
Toll Free: 1(888)-875-8832
Email: info@leviathanmetals.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. No securities regulatory authority has either approval or disapproved of the contents of this press release.

Forward-Looking Statements

Information set forth in this news release contains forward-looking statements that are based on assumptions as of the date of this news release. These statements reflect management's current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. Leviathan cautions that all forward looking statements are inherently uncertain and that actual performance may be affected by many material factors, many of which are beyond Leviathan’s control. Such factors include, among other things: the receipt of all required conditions and approvals to complete the purchase and sale transaction and the likelihood of the payment of the contingent payments. Although Leviathan has attempted to identify important risks and factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors and risks that cause actions, events or results not to be as anticipated, estimated or intended. Consequently, undue reliance should not be placed on such forward-looking statements. In addition, all forward-looking statements in this press release are given as of the date hereof. Leviathan disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, save and except as may be required by applicable securities laws. The forward-looking statements contained herein are expressly qualified by this disclaimer.

____________________________________
_{¹ NIELSEN, K. I., 1989. Chinamans Gold Prospect near Maryborough in Central Victoria, Preliminary Geological Report.
² Recorded historical production for the New Leviathan, Old Leviathan and Great Leviathan Mines; GeoVic (2020) https://earthresources.vic.gov.au/geology-exploration/maps-reports-data}

FAQ

What did Leviathan Metals (LVXFF) receive for the Timor Gold Project sale?

Leviathan will receive CAD$75,000 in cash (CAD$10k on signing, CAD$65k on closing) and 5,000,000 Au Gold shares, equal to 11.16% of Au Gold as of Jan 16, 2026.

Is there any contingent payment tied to the Timor sale by LVXFF?

Yes — the agreement includes a contingent cash payment of $3.00 per ounce for any JORC or NI 43‑101 resources disclosed, payable within 90 days of disclosure.

What regulatory approval is required to close the Timor sale by LVXFF?

Closing of the purchase and sale is subject to approval by the TSX Venture Exchange.

How large is the Timor Gold Project being sold by Leviathan (LVXFF)?

Timor covers 116.45 square kilometers in the Central Maryborough district of Central Victoria and includes historic Leviathan Mine workings.

What is the marketing agreement cost announced by Leviathan (LVXFF)?

Leviathan entered a marketing services agreement for C$260,000 through Oct 31, 2026, with options to renew at C$260,000 per three‑month extension.