Tiernan Gold Corp. and Railtown Capital Corp. Advance TSXV Tier 1 Listing with Filing of Filing Statement and Amended and Restated NI 43-101 Technical Report on the Volcan Gold Project

Core Viewpoint - Tiernan Gold Corp. and Railtown Capital Corp. are advancing towards a TSXV Tier 1 listing through a qualifying transaction involving the Volcan Gold Project in Chile, aiming to create a well-capitalized public mining company [2][5][11] Group 1: Proposed Transaction Details - Railtown has received conditional approval from the TSX Venture Exchange for its qualifying transaction with Tiernan, which will result in the creation of "Tiernan Gold Corp." as a Tier 1 mining company [2][5] - The proposed transaction involves a reverse take-over of Railtown by Tiernan through a three-cornered amalgamation, where Railtown will acquire all issued and outstanding common shares of Tiernan [5] - Railtown plans to consolidate its common shares on a 7.0916667 to 1 basis prior to closing the proposed transaction, which is expected to finalize around December 16, 2025 [6] Group 2: Technical Reports and Filings - Railtown has filed a filing statement on SEDAR+ in connection with the proposed transaction, dated December 8, 2025 [3] - An amended and restated technical report titled "Volcan Project - NI 43-101 Technical Report and Preliminary Economic Assessment" has also been filed, supporting Tiernan's strategy for project de-risking and advancement [4] - The technical report was prepared by Ausenco Chile Limitada and is effective as of July 15, 2025, with a summary included in the filing statement [4] Group 3: Future Steps and Conditions - Final approval for the listing is contingent upon the resulting issuer meeting specific conditions set by the TSXV by March 8, 2026, including the completion of the proposed transaction [7] - Trading of the common shares of the resulting issuer will resume under the symbol "TNGD" upon receipt of final approval from the TSXV [2]