Exhibit
99.1
 |
TSXV:
SGLD
#750-1095
W. Pender St.
Vancouver,
BC V6E2M6
WWW.SCORPIOGOLD.COM |
SCORPIO
GOLD COMMENCES TRADING OF ITS AMERICAN DEPOSITARY
SHARES ON THE NASDAQ CAPITAL MARKET UNDER TICKER SYMBOL “SGLD”
Vancouver,
British Columbia – September 1, 2026 – Scorpio Gold Corp. (NASDAQ: SGLD | TSX-V: SGLD | OTCQB: SRCRF | FSE: RY9) (“Scorpio
Gold” or the “Company”) is pleased to announce that its American Depositary Shares (“ADSs”) commenced trading
on the NASDAQ Capital Market (“NASDAQ”) under the ticker symbol “SGLD” (CUSIP:80918M401) effective at the opening
of trading on September 1, 2026. Each ADS represents twenty (20) common shares of the Company (the “Common Shares”).
The
NASDAQ listing of the Company’s ADSs is complementary to, and does not affect, the Company’s existing listings. The Common
Shares will continue to trade on the TSX Venture Exchange under a new symbol, “SGLD”, on the OTCQB Venture Market under the
symbol “SRCRF” and on the Frankfurt Stock Exchange under the symbol “RY9”.
ADS Program and Conversion Process
The
Company’s ADS program is administered by The Bank of New York Mellon (“BNY”), as depositary. BNY facilitates the issuance
and cancellation of ADSs in accordance with instructions received from market participants.
Shareholders
who wish to hold and trade their investment in the form of NASDAQ-listed ADSs may convert their Common Shares into ADSs at any time by
instructing their broker or financial intermediary to deposit Common Shares with BNY, following which ADSs will be issued at the ratio
of one (1) ADS for every twenty (20) Common Shares. Likewise, ADS holders may cancel their ADSs and withdraw the underlying Common Shares
at any time through their broker. ADS issuance fees for SGLD will be waived through November
25, 2026. Starting November 26, 2026, the applicable issuance fee will be US$5.00 per 100 ADSs, rounded up to the nearest 100 ADSs. Please
refer to Section 5.9 of the ADS Deposit Agreement.
Conversion
is entirely optional. Shareholders are not required to take any action as a result of the NASDAQ listing, and Common Shares held on the
TSX Venture Exchange, OTCQB or Frankfurt Stock Exchange are unaffected. A detailed FAQ describing the ADS conversion process is available
on the Company’s website at https://scorpiogold.com/adr-faq/. Shareholders with questions regarding the conversion process should
contact their broker or the Company at the contact information below.
About Scorpio Gold Corp.
Scorpio
Gold holds a 100% interest in the Manhattan District located in the Walker Lane Trend of Nevada, USA. Scorpio Gold’s Manhattan
District is ~4,780-hectares and comprises the advanced exploration-stage Goldwedge Mine, and four past-producing pits that were acquired
from Kinross in 2021 (see news release dated March 25, 2021 https://scorpiogold.com/news/scorpio-gold-closes-purchase-of-kinross-manhattan-property-nye-county-nevada/).
The consolidated Manhattan District presents an exciting late-stage exploration opportunity, with over 140,000 metres of historical drilling,
significant resource potential, and valuable permitting and water rights.
ON
BEHALF OF THE BOARD OF SCORPIO GOLD CORPORATION
Zayn
Kalyan, Chief Executive Officer and Director
Tel: (604)-252-2672
Email: zayn@scorpiogold.com
Investor
Relations Contact:
Kin Communications Inc.
Tel: (604) 684-6730
Email: SGLD@kincommunications.com
Connect
with Scorpio Gold:
Email
| Website | Facebook | LinkedIn | X | YouTube
To
register for investor updates please visit: scorpiogold.com
TSXV:
SGLD | NASDAQ: SGLD | FSE: RY9
Forward-Looking
Statements
This
news release contains statements that constitute “forward-looking statements” or “forward-looking information”
within the meaning of applicable securities laws (collectively, “forward-looking statements”). All statements, other than
statements of present or historical facts, are forward-looking statements. Forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause the Company’s actual results, performance or achievements, or developments to differ
materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Investors
are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements are statements that are not historical
facts and are generally, but not always, identified by the words “expects,” “plans,” “anticipates,”
“believes,” “intends,” “estimates,” “projects,” “potential” and similar expressions,
or that events or conditions “will,” “would,” “may,” “could” or “should”
occur. Forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management as of the date of
this news release.
Forward-looking
statements in this news release include, but are not limited to, statements concerning: the anticipated benefits of the NASDAQ listing
and the Company’s continued listing on the TSX Venture Exchange, the OTCQB Venture Market and the Frankfurt Stock Exchange; the
conversion of Common Shares into ADSs and the timing and amount of ADS issuance fees, including the waiver of such fees through November
25, 2026; the Company’s exploration plans at the Manhattan District; and the resource potential of the Manhattan District and the
Company’s permitting and water rights. Forward-looking statements are based upon certain assumptions and other key factors that,
if untrue, could cause actual results to be materially different from future results expressed or implied by such statements. Key assumptions
upon which the Company’s forward-looking information is based include, without limitation: the maintenance of the NASDAQ listing
and continued satisfaction of applicable listing requirements; the continued availability of the Company’s ADS program administered
by BNY Mellon; and the ability of shareholders to effect ADS conversions through their brokers or other intermediaries. Risks and uncertainties
that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include, without
limitation: the failure to maintain the NASDAQ listing or to satisfy applicable listing requirements; the inability of shareholders to
effect ADS conversions through their intermediaries; changes to ADS issuance or cancellation fees; the uncertainty of exploration results
and of the estimation of mineral resources; the ability to obtain and maintain required permits and water rights; and the risks described
in the Company’s continuous disclosure filings available under its profile on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov.
There can be no assurance that forward-looking statements will prove to be accurate, and even if events or results described in the forward-looking
statements are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects
on, Scorpio Gold.
The
forward-looking information contained in this news release represents the expectations of the Company as of the date of this news release
and, accordingly, is subject to change after such date. Readers should not place undue reliance on forward-looking information and should
not rely upon this information as of any other date. The Company undertakes no obligation to update or revise this information, whether
as a result of new information, future events or otherwise, except as required by applicable laws.
Neither
the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility
for the adequacy or accuracy of this release.