GoldMining Renews $50M At-The-Market Equity Program To Fund Exploration, Development And Working Capital

GoldMining Inc. (the "Company" or "GoldMining") (TSX:GOLD) (NYSE:GLDG) announces it has renewed its at-the-market equity program (the "ATM Program") that allows the Company to distribute up to US$50 million (or the equivalent in Canadian dollars) of common shares of the Company (the "Offered Shares") to the public from time to time, through the Agents (as defined below), at the Company's discretion. The Offered Shares sold under the ATM Program, if any, will be sold at the prevailing market price at the time of sale.

Sales of Offered Shares through the ATM Program will be made pursuant to the terms of an equity distribution agreement dated December 8, 2025 (the "Distribution Agreement") with a syndicate of agents led by BMO Capital Markets, and including National Bank Financial, Canaccord Genuity, H.C. Wainwright & Co., LLC, Roth Capital Partners, LLC, and Ventum Financial (collectively, the "Agents").  

The Company intends to use the net proceeds of any such sales under the ATM Program to fund the exploration and development of its mineral properties, including to complete minimum work programs, property payments and other expenditures to maintain the Company's property rights, to fund future acquisitions as may be determined by the Company, and for working capital.

Under the Distribution Agreement, sales of Offered Shares will be made by the Agents through "at-the-market distributions" as defined in National Instrument 44-102 – Shelf Distributions on the Toronto Stock Exchange, NYSE American or any other trading market for the Offered Shares in Canada or the United States. The Company is not obligated to make any sales of Offered Shares under the Distribution Agreement. Unless earlier terminated by the Company or the Agents as permitted therein, the Distribution Agreement will terminate upon the earlier of (a) the date that the aggregate gross sales proceeds of the Offered Shares sold under the ATM Program reaches the aggregate amount of US$50 million (or the equivalent in Canadian dollars); or (b) December 8, 2026.