Early Warning Reporting for the Acquisition of Securities of TDG Gold Corp

WHITE ROCK, January 21, 2025 - Mr. Michael Kosowan reports that he has acquired 676,500 common shares (each, a "Share") in the capital of TDG Gold Corp. on the open market through the facilities of the TSX Venture Exchange (the "TSXV") at a purchase price of $0.37 per Share for total consideration of $250,305.

Immediately prior to the acquisition of the Shares, Mr. Kosowan beneficially owned, or exercised control or direction over, an aggregate of 14,373,000 Shares, 1,450,000 stock options of the Company (the "Stock Options") exercisable to acquire an additional 14,373,000 Shares and 937,500 common share purchase warrants of the Company (the "Warrants") exercisable to acquire an additional 937,500 Shares, representing approximately 9.88% of the issued and outstanding Shares on a non-diluted basis and approximately 11.34% of the outstanding Shares on a partially diluted basis assuming the exercise of the Warrants and Stock Options held by Mr. Kosowan. Immediately following the acquisition of 676,500 Shares, Mr. Kosowan beneficially owns, or exercises control or direction of, an aggregate of 15,049,500 Shares, 1,450,000 Stock Options exercisable to acquire an additional 1,450,000 Shares and 937,500 Warrants to acquire an additional 937,500 Shares. This represents approximately a 10.34% interest in the Company on an undiluted basis and approximately a 11.79% interest on a partially diluted basis, assuming the exercise of the Warrants and the Stock Options held by Mr. Kosowan.

Mr. Kosowan acquired ownership of, and control over, 676,500 Shares on the open market through the facilities of the TSXV on January 20, 2025, which triggered the requirement to file an early warning report and the early warning disclosure in this news release. Mr. Kosowan acquired the Shares for investment purposes only and Mr. Kosowan may increase or decrease his beneficial ownership or control of securities in the Company as circumstances arise.

An early warning report respecting this acquisition will be filed with the British Columbia, Alberta and Ontario Securities Commissions and will be available for viewing on SEDAR+ under the profile of the TDG Gold Corp. To obtain a copy of the early warning report, please contact Ben Meyer, Corporate Secretary of TDG Gold Corp., by telephone at 604.536.2711 x 1. TDG Gold Corp's head office is located at Unit 1 - 15782 Marine Drive, White Rock, BC V4B 1E6 Canada.

"Michael Kosowan"
MICHAEL KOSOWAN

c/o Unit 1 - 15782 Marine Drive, White Rock, BC V4B 1E6 Canada

SOURCE: Michael Kosowan