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Thesis Gold Announces Trading Halt and Name Change

• Last Trade: 0.48 0.01 -2.06

Vancouver, British Columbia--(Newsfile Corp. - August 15, 2023) - Thesis Gold Inc. (TSXV: TAU) (WKN: A2QQ0Y) (OTCQX: THSGF) (" Thesis " or the " Company ") is pleased to announce that the Company will be changing its name from Thesis Gold Inc. to " Thesis Gold (Holdings) Inc. " (the " Name Change ") in connection with the proposed plan of arrangement (the " Plan of Arrangement ") with Benchmark Metals Inc. as further described in the Company's news releases dated June 5, 2023, and information circular dated July 6, 2023, which can be found under the Company's profile on SEDAR+.

The Company received approval of the Plan of Arrangement from securityholders on August 9, 2023 and received approval of the Name Change from its board of directors on July 11, 2023. The Company received conditional approval by the TSX Venture Exchange (the " TSXV ") for the Name Change on August 15, 2023.

The Company will be halted from trading effective after close of trading on Wednesday, August 16, 2023. Effective at market open on Thursday, August 17, 2023, the Company's common shares will be listed under the new name on the TSXV under the symbol " TAU " and will be assigned the new CUSIP and ISIN numbers 883931107 and CA8839311070, respectively. The Company's common shares are not expected to recommence trading before completion of the Plan of Arrangement. For complete details of the Plan of Arrangement, interested persons are directed to Thesis' Information Circular filed on SEDAR+ ( www.sedarplus.ca ) on July 13, 2023 by Thesis under its company profile.

About the Company

Thesis is a Vancouver-based mineral exploration company focused on proving and developing the resource potential of the 180km2 Ranch Gold Project located in the prolific Toodoggone Mining Camp of northern British Columbia, approximately 300 km north of Smithers, British Columbia.

Further details are available on Thesis' website at: https://www.thesisgold.com/ .

For further information or investor relations inquiries, please contact:

Neither the TSXV 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 news release. No securities regulatory authority has either approved or disapproved of the contents of this news release.

None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States Securities Act of 1933, as amended (the " U.S. Securities Act "), or any state securities laws, and any securities issuable in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities.

Cautionary Statement Regarding Forward-Looking Information

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". These forward-looking statements or information may relate to the Arrangement, including statements with respect to the expected timing for closing of the Arrangement and completion of the consolidation.

Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Although Thesis has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Other factors which could materially affect such forward-looking information are described in the risk factors in Thesis' most recent annual management's discussion and analyses, and in Thesis' management information circular dated July 6, 2023, which have been filed with the Canadian securities regulators and are available on the Company's profile on SEDAR+ at www.sedarplus.ca . Thesis does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Such statements represent the current views of Thesis with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by Thesis, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: treatment of the Arrangement under applicable competition laws and the Investment Canada Act; delays or risks associated with Thesis obtaining final court approval for the Arrangement; regulatory determinations and delays; any impacts of COVID-19 on the business of the Company; stock market conditions generally; demand, supply and pricing for gold and silver; and general economic and political conditions in Canada and other jurisdictions where the Company conducts business.

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TAU:CC - Thesis Gold Inc. Announces Trading Halt and Name Change

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• August, 15 2023 06:30 AM
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Vancouver, British Columbia--(Newsfile Corp. - August 15, 2023) - Thesis Gold Inc. (TSXV: TAU) (WKN: A2QQ0Y) (OTCQX: THSGF) (" Thesis " or the " Company ") is pleased to announce that the Company will be changing its name from Thesis Gold Inc. to " Thesis Gold (Holdings) Inc. " (the " Name Change ") in connection with the proposed plan of arrangement (the " Plan of Arrangement ") with Benchmark Metals Inc. as further described in the Company's news releases dated June 5, 2023, and information circular dated July 6, 2023, which can be found under the Company's profile on SEDAR+.

The Company received approval of the Plan of Arrangement from securityholders on August 9, 2023 and received approval of the Name Change from its board of directors on July 11, 2023. The Company received conditional approval by the TSX Venture Exchange (the " TSXV ") for the Name Change on August 15, 2023.

The Company will be halted from trading effective after close of trading on Wednesday, August 16, 2023. Effective at market open on Thursday, August 17, 2023, the Company's common shares will be listed under the new name on the TSXV under the symbol " TAU " and will be assigned the new CUSIP and ISIN numbers 883931107 and CA8839311070, respectively. The Company's common shares are not expected to recommence trading before completion of the Plan of Arrangement. For complete details of the Plan of Arrangement, interested persons are directed to Thesis' Information Circular filed on SEDAR+ ( www.sedarplus.ca ) on July 13, 2023 by Thesis under its company profile.

About the Company

Thesis is a Vancouver-based mineral exploration company focused on proving and developing the resource potential of the 180km2 Ranch Gold Project located in the prolific Toodoggone Mining Camp of northern British Columbia, approximately 300 km north of Smithers, British Columbia.

Further details are available on Thesis' website at: https://www.thesisgold.com/ .

For further information or investor relations inquiries, please contact:

Dave Burwell Vice President Corporate Development Email: [email protected] Telephone: 403-410-7907 Toll Free: 1-888-221-0915

Nick Stajduhar Director Email: [email protected] Telephone: 780-701-3216

Neither the TSXV 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 news release. No securities regulatory authority has either approved or disapproved of the contents of this news release.

None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States Securities Act of 1933, as amended (the " U.S. Securities Act "), or any state securities laws, and any securities issuable in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities.

Cautionary Statement Regarding Forward-Looking Information

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". These forward-looking statements or information may relate to the Arrangement, including statements with respect to the expected timing for closing of the Arrangement and completion of the consolidation.

Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Although Thesis has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Other factors which could materially affect such forward-looking information are described in the risk factors in Thesis' most recent annual management's discussion and analyses, and in Thesis' management information circular dated July 6, 2023, which have been filed with the Canadian securities regulators and are available on the Company's profile on SEDAR+ at www.sedarplus.ca . Thesis does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Such statements represent the current views of Thesis with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by Thesis, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: treatment of the Arrangement under applicable competition laws and the Investment Canada Act; delays or risks associated with Thesis obtaining final court approval for the Arrangement; regulatory determinations and delays; any impacts of COVID-19 on the business of the Company; stock market conditions generally; demand, supply and pricing for gold and silver; and general economic and political conditions in Canada and other jurisdictions where the Company conducts business.

Not for distribution to United States newswire services or for dissemination in the United States

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/177257

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Vancouver, British Columbia--(Newsfile Corp. - March 1, 2024) - Thesis Gold Inc. (TSXV: TAU) (WKN: A3EP87) (OTCQX: THSGF) (" Thesis " or the " Company ") is pleased to announce that it has completed a vertical short-form amalgamation (the " Amalgamation ") pursuant to the Business Corporations A...

Vancouver, British Columbia--(Newsfile Corp. - February 26, 2024) - Thesis Gold Inc. (TSXV: TAU) (FSE: A3EP87) (OTCQX: THSGF) (" Thesis " or the " Company ") is very pleased to announce the appointment of William (Bill) Lytle as Non-Executive Chairman of the Board. Ewan Webster, President a...

Vancouver, British Columbia--(Newsfile Corp. - February 1, 2024) - Thesis Gold Inc. (TSXV: TAU) (WKN: A3EP87) (OTCQX: THSGF) (" Thesis " or the " Company ") is pleased to report assay results from drilling at the Thesis II and Thesis III zones from its 100% owned Ranch Project. This year's drilli...

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Thesis Gold Inc.

Ca8839301097, diversified mining.

• Benchmark Metals Inc. will Change its Name to Thesis Gold Inc

Effective August 24, 2023, Benchmark Metals Inc. will change its name to Thesis Gold Inc.

Latest news about Thesis Gold Inc.

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Company Profile

Income statement evolution, analysts' consensus, sector integrated mining.

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• News Thesis Gold Inc.

BENCHMARK METALS AND THESIS GOLD ANNOUNCE MERGERTO CREATE PREMIER PRECIOUS METALS PROJECT

Vancouver, British Columbia, June 5, 2023 – Benchmark Metals Inc. (TSX-V: BNCH | OTCQX: BNCHF | WKN: A2JM2X) (“ Benchmark ”) and Thesis Gold Inc. (TSXV: TAU | WKN: A2QQ0Y | OTCQX: THSGF) (“ Thesis ”) are pleased to announce that they have entered into a definitive arrangement agreement (the “ Arrangement Agreement ”), pursuant to which Benchmark will acquire all of the issued and outstanding common shares of Thesis(each, a “ Thesis Share ”) by way of a court-approved plan of arrangement under the Business Corporations Act (British Columbia) (the “ Arrangement ” or the “ Transaction ”).

Under the terms of the Transaction, Thesis shareholders will receive 2.5584 of a common share of Benchmark (each whole share, a “ Benchmark Share ”) for each Thesis Share held (the “ Exchange Ratio ”). The Exchange Ratio implies consideration of C$0.96 per Thesis Share based on the closing market price of the Benchmark Shares on the TSX Venture Exchange (the “ TSXV ”) on June 2, 2023, implying a premium of approximately 26.2% to the closing price of the Thesis Shares on the TSXV on the same date. Based on the 20-day volume weighted average price of the Thesis Shares ending on June 2, 2023, the Exchange Ratio implies a premium of 27.8% to Thesis Shareholders. Existing shareholders of Benchmark and Thesis will own approximately 60% and 40%, respectively, of the outstanding shares of the combined company (the “ Combined Company ”) on the completion of the Transaction.

Strategic Rationale for the Transaction

Increased Scale: This transaction creates one of the largest precious metals development and exploration companies in the prolific Toodoggone Mining District of British Columbia. It consolidates two significant exploration projects, as the ongoing development of Benchmark’s Lawyers project is adjacent to high quality exploration targets on Thesis’ Ranch Project. It has the potential to enhance Benchmark’s current3.14 million ounces (Moz) of gold equivalent (AuEq) 1 measured and indicated (M&I) mineral resources and 0.415 Moz AuEq 1 inferred mineral resources at Lawyers with high-grade, near-surface mineralization at Ranch. 2

Growth and Catalysts: Focused on resource growth, exploration, and discovery through 50,000m of drilling in 2023 with the goal of defining a new combined Lawyers & Ranch resource estimate (Q1/Q2 2024). Following that, an updated PEA is expected to include high-grade underground ounces at Lawyers and Ranch’s maiden resource estimate (Q3 2024).

Strong Management Team : Combining two of the leading gold exploration and development teams with a proven track record of success across exploration, construction, capital markets, and M&A. The combined team has a demonstrated track record of success in various stages of mining operations from the exploration stage through to production.

Financial Synergies : Efficient capital resource management benefiting from anticipated financial synergies.

Access to Capital : The Combined Company will have increased access to capital that will fuel growth and development plans to further enhance shareholder value.

1 AuEq calculated on a 1:80 gold-to-silver ratio. 2 See NI 43-101 technical report titled: Preliminary Economic Assessment lawyers gold-silver project Stikine Terrane, BC. Dated December 22, 2022, with an effective date of September 9, 2022 available under Benchmark Metals SEDAR profile at www.sedar.com , filed on January 12, 2023.

Keith Peck, an independent director of Benchmark and the Chair of the Benchmark Special Committee , stated, “The business combination with Thesis is an exciting transaction that is transformative for both companies and their shareholders. The merger of these companies establishes a leading precious metals development and exploration project in British Columbia with a strong balance sheet, remarkable scale, significant growth potential, synergistic advantages, cost efficiencies, and, ultimately, the potential to deliver an exceptional new world-class mining venture in a geographically desirable location.”

Ewan Webster, President, and CEO of Thesis Gold commented ,“The merger of Benchmark and Thesis will create a district scale development and exploration project with significant growth potential. The combined company will be well capitalized to execute on a catalyst rich exploration and development program over the next 12-15 months, with over 50,000 meters of drilling between both projects, focusing on resource growth, exploration, and discovery; and the culmination of this work will deliver an updated resource estimate encompassing ounces for both projects, including high-grade near surface material at the Ranch Project; and an updated Preliminary Economic Assessment (PEA) will add high-grade underground ounces from Lawyers and the newly delineated Ranch resource. For the new PEA, the Combined Company anticipates increased per year production, high-grade starter pits, rapid capital payback, materially improved Net Present Value (NPV) and Internal Rate of Return (IRR) and extended mine life. These milestones and timelines have been developed to unlock substantial value and solidify the potential of these two deposits into one world-class project.”

Benefits to Benchmark and Thesis Shareholders

Enhanced Scale: The combined project will consist of two top gold-silver projects in Canada not currently controlled by a major, creating a foundation for building a Toodoggone focused, precious metals developer.

Value Creation: Combination of Lawyers and Ranch, with a sequenced and optimized exploration and development strategy, is expected to result in greater value creation for shareholders of Thesis and Benchmark that would not be possible on a standalone basis.

Strong Balance Sheet: The Combined Company will have a significantly strengthened balance sheet, including anticipated cash and cash equivalents of over approximately $28 million, with strong capital market support, allowing for meaningful advancement and optimization at Lawyers along with furthering exploration at Ranch.

Enhanced Capital Markets Profile: The resulting entity will have increased size and trading liquidity in Canada, enhancing the company’s institutional investor following along with equity research.

Management Team and Board of Directors

The Combined Company’s board of directors (the “ Combined Company Board ”) will consist of seven (7) directors, four (4) of whom will be nominated by Benchmark, consisting of John Williamson (who will be appointed Chair), Keith Peck, Peter Gundy and Jody Shimkus, and three (3) of whom will be nominated by Thesis, consisting of Ewan Webster, Nicholas Stajduhar and Thomas Mumford.

Reporting to the Combined Company Board, the Combined Company will be managed by Ewan Webster, as Chief Executive Officer and President; Sean Mager, as Chief Financial Officer; and Ian Harris, as Chief Operating Officer.

Recommendations

Recommendation of Thesis Special Committee and Thesis Board

The Thesis board of directors (the “ Thesis Board ”) appointed a special committee (the “ Thesis Special Committee ”) to consider and make a recommendation to the Thesis Board with respect to the Arrangement. After consultation with its financial and legal advisors, and on the unanimous recommendation of the Thesis Special Committee, the Thesis Board unanimously determined that the Arrangement is in the best interests of Thesis and its shareholders and approved the Arrangement Agreement. Accordingly, the Thesis Board recommends that Thesis shareholders, as well as holders of Thesis options and Thesis RSUs (collectively, the “ Thesis Securityholders ”) vote in favour of the resolution (the “ Arrangement Resolution ”) to approve the Arrangement.

Canaccord Genuity Corp. provided a fairness opinion to the Thesis Special Committee and Thesis Board stating that, as of the date of such opinion, and based upon and subject to the assumptions, limitations and qualifications stated in such opinion, the consideration to be paid under the Arrangement is fair, from a financial point of view, to the Thesis shareholders. The full text of the fairness opinion, which describes, among other things, the assumptions made, procedures followed, factors considered and limitations and qualifications on the review undertaken, and the terms and conditions of the Arrangement, will be included in the management information circular of Thesis (the “ Thesis Circular ”), to be delivered to Thesis Securityholders in respect of a special meeting of the Thesis Securityholders to consider the Arrangement (the “ Thesis Meeting ”), which is expected to take place no later than August 2023.

Recommendation of Benchmark Special Committee and Benchmark Board

The Benchmark board of directors (the “ Benchmark Board ”) appointed a special committee (the “ Benchmark Special Committee ”) to consider and make a recommendation to the Benchmark Board with respect to the Arrangement. After consultation with its financial and legal advisors, and on the unanimous recommendation of the Benchmark Special Committee, the Benchmark Board unanimously determined that the Arrangement is in the best interests of Benchmark and its shareholders and approved the Arrangement Agreement.

Raymond James Ltd. provided a fairness opinion to the Benchmark Special Committee stating that, as of the date of such opinion, and based upon and subject to the considerations, assumptions, limitations and qualifications set out therein, the consideration to be provided under the Arrangement is fair, from a financial point of view, to Benchmark.

Transaction Summary

The Arrangement will be effected by way of a court-approved plan of arrangement pursuant to the Business Corporations Act (British Columbia), requiring: (i) the approval of the Supreme Court of British Columbia, and (ii) the approval of (A) 66⅔% of the votes cast on the Arrangement Resolution by Thesis shareholders, voting as a single class; (B) 66⅔% of the votes cast on the Arrangement Resolution by the Thesis Securityholders, voting together as a single class; and(C) if required by the TSXV, a simple majority of the votes cast on the Arrangement Resolution by Thesis shareholders, excluding Thesis Shares held or controlled by persons described in items (a) through (d) of Section 8.1(2) of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions , at the Thesis Meeting.

Each of the directors and executive officers of Thesis, along with certain key Thesis shareholders, representing an aggregate of approximately 19.4 % of the issued and outstanding Thesis Shares, have entered into voting support agreements with Benchmark, pursuant to which they have agreed, among other things, to vote their securities of Thesis in favour of the Arrangement at the Thesis Meeting.

The Arrangement Agreement includes customary representations and warranties for a transaction of this nature as well as customary interim period covenants regarding the operation of Benchmark and Thesis’ respective businesses. The Arrangement Agreement also provides for customary deal-protection measures. In addition to shareholder and court approvals, closing of the Transaction is subject to applicable regulatory approvals, including, but not limited to, TSXV approval and the satisfaction of certain other closing conditions customary for transactions of this nature. Subject to the satisfaction of these conditions, Benchmark and Thesis expect that the Transaction will be completed in the third quarter of 2023. Details regarding these and other terms of the Transaction are set out in the Arrangement Agreement, which will be available under the SEDAR profiles of Benchmark and Thesis at www.sedar.com .

Following the completion of the Arrangement, the Combined Company will implement a 2.6:1 share consolidation of its common shares (the “ Combined Company Shares ”), change its name to “Thesis Gold Inc.” and, subject to acceptance by the TSXV, adopt the trading symbol “TAU” in respect of the Combined Company Shares, which will continue to be listed and posted for trading on the TSXV (along with the Frankfurt Stock Exchange and the OTCQX) and the Thesis Shares will be de-listed from the TSXV.

Cassels Brock & Blackwell LLP is acting as legal advisor to the Benchmark Special Committee and Harper Grey LLP is acting as legal advisor to Benchmark. Raymond James Ltd. is acting as financial advisor to the Benchmark Special Committee.

Boughton Law Corporation and Aird & Berlis LLP are acting as Canadian legal advisors to Thesis. Clarus Securities Inc. is acting as financial advisor to Thesis. Canaccord Genuity Corp. provided the fairness opinion to the Thesis Special Committee.

Technical Disclosure and Qualified Person

The scientific and technical information contained in this news release was reviewed and approved on behalf of Benchmark and Thesis by Michael Dufresne, M.Sc, P.Geol. (#48439), P.Geo. (#37074), a “Qualified Person” (as defined in NI 43-101).

About Benchmark Metals

Benchmark Metals Inc. is a Canadian based gold and silver company advancing its 100% owned Lawyer’s Gold-Silver Project located in the prolific Golden Horseshoe of northern British Columbia, Canada. The Project consists of three mineralized deposits that remain open for expansion, in addition to +20 new target areas along the 20-kilometer trend. Benchmark trades on the TSX Venture Exchange in Canada, the OTCQX Best Market in the United States, and the Tradegate Exchange in Europe. Benchmark is managed by proven resource sector professionals, who have a track record of advancing exploration projects from grassroots scenarios through to production.

Further details are available on Benchmark’s website at: https://benchmarkmetals.com/ .

About Thesis Gold

Thesis Gold is a Vancouver-based mineral exploration company focused on proving and developing the resource potential of the 180km 2 Ranch Gold Project located in the prolific Toodoggone Mining Camp of northern British Columbia, approximately 300 km north of Smithers, British Columbia.

Further details are available on Thesis’ website at: https://www.thesisgold.com/ .

For further information or investor relations inquiries, please contact:

Benchmark Metals

Jim Greig President and Director Email: [email protected] Telephone: 1-780-437-6624

Thesis Gold

Dave Burwell Vice President Corporate Development Email: [email protected] Telephone: 403-410-7907 Toll Free: 1-888-221-0915

Nick Stajduhar Director Email: [email protected] Telephone: 780-701-3216

Neither the TSXV 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 news release. No securities regulatory authority has either approved or disapproved of the contents of this news release.

None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States Securities Act of 1933, as amended (the “ U.S. Securities Act ”), or any state securities laws, and any securities issuable in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities.

Cautionary Statement Regarding Forward-Looking Information

This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. These forward-looking statements or information may relate to the Arrangement, including statements with respect to the expected benefits of the Arrangement to the Combined Company, the Thesis Securityholders and Benchmark shareholders, the anticipated dates of the mailing of the Thesis Circular and the date of the Thesis Meeting, timing for closing of the Arrangement and receiving the required regulatory, Thesis Securityholder and court approvals, stock exchange (including the TSXV) and other approvals, if at all, the ability of Thesis and Benchmark to successfully close the Arrangement on the timing and terms described herein, or at all, the filing of materials on SEDAR, the successful integration of Thesis into the business of Benchmark, the prospects of the Lawyers Gold-Silver Project and Ranch Gold Project, including mineral resources estimates and mineralization of each project, and any expectations with respect to defining mineral resources or mineral reserves on any of Benchmark’s or Thesis’ projects, the timing of, and successful completion, of the items set out under the heading “Growth and Catalysts”, all statements relating to anticipated benefits to be contained in the new PEA, the anticipated makeup of the Combined Company Board and management, and any expectation with respect to any permitting, development or other work that may be required to bring any of the projects into development or production.

Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Such assumptions include, but are not limited to, assumptions regarding the Combined Company following completion of the Arrangement, that the anticipated benefits of the Arrangement will be realized, completion of the Arrangement, including receipt of required shareholder, regulatory, court and stock exchange approvals, the ability of Thesis and Benchmark to satisfy, in a timely manner, the other conditions to the closing of the Arrangement, other expectations and assumptions concerning the Arrangement, and that general business and economic conditions will not change in a material adverse manner. Although each of Benchmark and Thesis Gold have attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Other factors which could materially affect such forward-looking information are described in the risk factors in each of Benchmark’s and Thesis’ most recent annual management’s discussion and analyses which have been filed with the Canadian securities regulators and are available, respectively, on each Company’s profile on SEDAR at www.sedar.com. Benchmark and Thesis Gold do not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Such statements represent the current views of Benchmark and Thesis Gold with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by Benchmark and Thesis Gold, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: inability of Benchmark and Thesis Gold to complete the Arrangement, a material adverse change in the timing of any completion and the terms and conditions upon which the Arrangement is completed; inability to satisfy or waive all conditions to closing the Arrangement as set out in the Arrangement Agreement; Thesis Securityholders not approving the Arrangement; the TSXV not providing approval to the Arrangement and all required matters related thereto; the inability of the consolidated entity to realize the benefits anticipated from the Arrangement and the timing to realize such benefits, including the exploration and drilling targets described herein and the completion of a resource estimate and updated PEA; the updated PEA described herein not having the anticipated positive results; unanticipated changes in market price for Thesis Shares and/or Benchmark Shares; changes to Benchmark’s and/or Thesis’ current and future business plans and the strategic alternatives available thereto; growth prospects and outlook of Benchmark’s business, including commencing commercial production at the Lawyer’s Project; treatment of the Arrangement under applicable competition laws and the Investment Canada Act; regulatory determinations and delays; any impacts of COVID-19 on the business of the consolidated entity and the ability to advance the Combined Company projects; stock market conditions generally; demand, supply and pricing for gold and silver; and general economic and political conditions in Canada and other jurisdictions where the applicable party conducts business.

Positioned to be one of the TOP MINING PROJECTS in North America

Positioned to be one of the top mining projects, in north america.

Thesis Gold, following its strategic merger with Benchmark Metals, is unlocking the combined potential of the Ranch and Lawyers Gold-Silver Projects in the Toodoggone mining district of north-central British Columbia, Canada. The 2022 Preliminary Economic Assessment for the Lawyers project alone projected an open-pit mining operation that would yield 163,000 gold equivalent ounces annually over a 12-year span.

The company is now evaluating the integration of the Ranch project, aiming to enhance these figures and bolster the overall potential. Central to this ambition is the 50,000-metre drill program, designed to define the high-grade underground resource at Lawyers and augment the near-surface high-grade deposits at Ranch. The company’s roadmap includes the release of a global company resource estimate by Q2 2024, followed by an updated Preliminary Economic Assessment in Q3 2024.

Through these strategic initiatives, Thesis Gold aspires to rise to the forefront of global precious metals ventures.

Gold-Silver

Mining friendly, latest news, thesis gold inc. completes vertical short-form amalgamation with wholly-owned subsidiary.

Thesis Gold 2024-03-01T14:29:33+00:00 March 1st, 2024 |

Thesis Gold Appoints William (Bill) Lytle as Non-Executive Chairman

Thesis Gold 2024-02-26T13:58:36+00:00 February 26th, 2024 |

Thesis Gold Drills 60.00 Metres of 4.53 g/t Gold, Including 19.00 Metres of 10.39 g/t Gold

Thesis Gold 2024-02-01T13:47:48+00:00 February 1st, 2024 |

FOLLOW OUR JOURNEY

Unlocking the Gold-Silver Potential of Northern British Columbia’s Toodoggone District

TSX.V: TAU | WKN: A3EP87 | OTCQX: THSGF

THESIS GOLD is a led by a dynamic group of resource sector professionals with a track record of success in mineral exploration.

Ranch & Lawyers Projects

LEARN MORE →

OUR LOCATION

1111 West Hastings Street, Suite 780 Vancouver, BC Canada V6E 2J3

INFORMATION

THESIS GOLD INC.

TSX.V: TAU | WKN: A3EP87 | OTCQX: THSGF

About Thesis Gold Inc

Thesis Gold, following its strategic merger with Benchmark Metals, is unlocking the combined potential of the Ranch and Lawyers Gold-Silver Projects in the Toodoggone mining district of north-central British Columbia, Canada. The 2022 Preliminary Economic Assessment for the Lawyers project alone projected an open-pit mining operation that would yield 163,000 gold equivalent ounces annually over a 12-year span.

The company is now evaluating the integration of the Ranch project, aiming to enhance these figures and bolster the overall potential. Central to this ambition is the 50,000-metre drill program, designed to define the high-grade underground resource at Lawyers and augment the near-surface high-grade deposits at Ranch. The company’s roadmap includes the release of a global company resource estimate by Q2 2024, followed by an updated Preliminary Economic Assessment in Q3 2024.

Through these strategic initiatives, Thesis Gold aspires to rise to the forefront of global precious metals ventures.

March 1, 2024 – Thesis Gold Inc. Completes Vertical Short-Form Amalgamation With Wholly-Owned Subsidiary

February 26, 2024 – Thesis Gold Appoints William (Bill) Lytle As Non-Executive Chairman

February 1, 2024 – Thesis Gold Drills 60.00 Metres Of 4.53 G/T Gold, Including 19.00 Metres Of 10.39 G/T Gold

January 11, 2024 – Thesis Gold Drills 128.00 M Of 2.49 G/T AuEq, Including 27.00 M Of 8.46 G/T AuEq At The Cliff Creek Deposit

December 20, 2023 – Thesis Gold Significantly Expands Gold Mineralization At The JK Zone

December 7, 2023 – Thesis Gold Extends Mineralization At The Emerging Steve Zone On The Ranch Project

November 20, 2023 – Thesis Gold Extends The Bingo Zone; Drills 24.72 Metres Of 5.37 Grams Per Tonne Gold From 4.1 Metres Downhole

CORPORATE PRESENTATION

Lawyers project highlights, unlocking the gold-silver potential of northern bc’s toodoggone district.

The Lawyers Project & The Ranch Project collectively covers 325 km2 of highly prospective rocks in the northeastern region of the prolific metal-endowed Stikine Terrane, British Columbia, Canada.

Lawyers Project Overview

August 2022 PEA indicates a long mine life, capital light development and exceptional expansion opportunity.

• The Lawyers project is 100% owned by Thesis Gold located immediately south of the Ranch Project – 144 km2
• One of Canada’s largest Gold Silver projects with a resource of 3.14 Moz AuEq (M&I) and 0.42 Moz AuEq (inf)
• PEA: Identified Project opportunities
• Optimization of waste storage, tailings, and power line
• Inclusion of underground mining
• Initial CAPEX C$493M, LOM C$632

DRILLING: 20,000 metres – currently underway

Lawyers Project 2023 Exploration Program

• Focusing on expanding the resources beneath the Cliffs Creek and Dukes Ridge deposits
• Targeting: 300,000 – 500,000 oz @ 5+ g/t AuEq in potential underground material for an updated PEA

RANCH PROJECT HIGHLIGHTS

Ranch Project Overview

• Confirmed near-surface high-grade gold mineralization over broad intervals
• Demonstrated scale with multiple kilometres of drill tested mineralized trends
• Significant upside with new discoveries made at multiple zones and >20 targets remaining to be tested

DRILLING: 30,000 metres – currently underway

2023 Drilling Targets

• Extends to over 1.5km of Strike Length

Gold Mineralization Down to >400 Metres & Remains Open at Depth

Objective I

Objective ii, objective iii.

Surface studies will include the collection over 170 line-km of ground magnetics and 1,200 soil samples .

Seasoned Management

Ewan Webster

President, ceo & director.

+10 years professional expertise in the mining industry, specializing in exploration and business development for various public and private enterprises throughout the Americas. He previously held the position of Chief Geologist at Benchmark Metals.

+25 years in mining sector, mining engineer. Served as CEO and director of multiple mining companies. He was previously VP of Engineering of Benchmark Metals. Notable achievement was advancing Corriente’s Mirador Project through start of construction.

+25 years mining sector, former CFO & COO at Brilliant Resources Ltd., regulatory & financial expertise.

WILLIAM (BILL) LYTLE

Non-executive chairman.

Having a career of over 25 in the mining industry, Bill is currently B2Gold Corp.’s Senior VP & COO, where he manages the full spectrum of mining and engineering operations. Bill has a BSc in Chemical Engineering, MSc in Civil Engineering, and is a registered professional engineer (Colorado, USA).

THOMAS MUMFORD

Geologist with +15 years experience in mineral exploration and mining. He is currently VP, Exploration for Scottie Resources Corp. and a director of the Association for Mineral Exploration (AME).

NICHOLAS STAJDUHAR

Accomplished financial industry professional with 15 years of experience in all aspects of sales and operations.

JODY SHIMKUS

+30 years of private and public sector experience in environmental policy and regulatory affairs managing projects that involve multiple stakeholders.

ENVIRONMENTAL, SOCIAL, AND GOVERNANCE

• Together we established exploration, engagement and communications agreements with our partner Nations
• Both Benchmark & Thesis are providing employment, training and contracting opportunities to our First Nations partners
• The First Nations are actively participating in the project development, through structured communication and participation processes

Together we initiated baseline environmental studies as part of permitting

Wildlife monitoring and mitigation measures

Environmental monitoring and water sampling

• These studies and monitoring will be completed collaboratively by Sasuchan Environmental and Chu Cho Environmental, First Nation consulting companies

THESIS GOLD CORPORATE PRESENTATION

Thesis gold   videos.

Introduction

Meet The Company

Ranch Gold Project

2022 Exploration Program

2021 Drill Program

Geological Expertise

How To Buy Shares in Thesis Gold

You can buy Thesis Gold (Holdings) Inc. through any online broker, bank or brokerage house.

To get started, give your broker these details:

Price: ~$1.00 (as of April 1, 2023)* Click here for a live quote.

The number of shares you wish to buy.

Whether you would like to place a LIMIT order or a MARKET order. Many investors choose to use MKT orders to ensure they obtain shares quickly.

If you don’t have a trading account, you can buy stock in Thesis Gold Inc. with the following online brokers. Please click a logo and it will direct you on how to set up a trading account with your bank.

Corporate Presentation

Receive updates on thesis gold sign up below, follow thesis gold on social media, dave burwell.

Vice President The Howard Group Inc Phone: 403-221-0915 Toll Free: 1-888-221-0915 Email: [email protected]

Nick Stajduhar

Director Thesis Gold Email: [email protected]

The Howard Group (HG) is not a registered investment advisor and as such, individuals should consult a registered investment advisor prior to making any investment decisions. The information presented was obtained from sources believed to be reliable but is not guaranteed, is not all conclusive and should not be relied upon as the sole source of information/opinion for making an investment decision. The Howard Group receives remuneration for Capital Market Communication activities and HG or its employees may own securities in client companies.

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• Montag, 11 März 2024
• 08:48 Frankfurt
• 07:48 London
• 03:48 New York
• 03:48 Toronto
• 00:48 Vancouver
• 18:48 Sydney

Thesis Gold Inc. Announces Trading Halt and Name Change

The Company received approval of the Plan of Arrangement from securityholders on August 9, 2023 and received approval of the Name Change from its board of directors on July 11, 2023. The Company received conditional approval by the TSX Venture Exchange (the "TSXV") for the Name Change on August 15, 2023.

The Company will be halted from trading effective after close of trading on Wednesday, August 16, 2023. Effective at market open on Thursday, August 17, 2023, the Company's common shares will be listed under the new name on the TSXV under the symbol "TAU" and will be assigned the new CUSIP and ISIN numbers 883931107 and CA8839311070, respectively. The Company's common shares are not expected to recommence trading before completion of the Plan of Arrangement. For complete details of the Plan of Arrangement, interested persons are directed to Thesis' Information Circular filed on SEDAR+ (www.sedarplus.ca) on July 13, 2023 by Thesis under its company profile.

About the Company

Thesis is a Vancouver-based mineral exploration company focused on proving and developing the resource potential of the 180km2 Ranch Gold Project located in the prolific Toodoggone Mining Camp of northern British Columbia, approximately 300 km north of Smithers, British Columbia.

Further details are available on Thesis' website at: https://www.thesisgold.com/.

For further information or investor relations inquiries, please contact:

Dave Burwell Vice President Corporate Development Email: [email protected] Telephone: 403-410-7907 Toll Free: 1-888-221-0915

Nick Stajduhar Director Email: [email protected] Telephone: 780-701-3216

Neither the TSXV 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 news release. No securities regulatory authority has either approved or disapproved of the contents of this news release.

None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issuable in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities.

Cautionary Statement Regarding Forward-Looking Information

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". These forward-looking statements or information may relate to the Arrangement, including statements with respect to the expected timing for closing of the Arrangement and completion of the consolidation.

Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Although Thesis has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Other factors which could materially affect such forward-looking information are described in the risk factors in Thesis' most recent annual management's discussion and analyses, and in Thesis' management information circular dated July 6, 2023, which have been filed with the Canadian securities regulators and are available on the Company's profile on SEDAR+ at www.sedarplus.ca. Thesis does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Such statements represent the current views of Thesis with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by Thesis, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: treatment of the Arrangement under applicable competition laws and the Investment Canada Act; delays or risks associated with Thesis obtaining final court approval for the Arrangement; regulatory determinations and delays; any impacts of COVID-19 on the business of the Company; stock market conditions generally; demand, supply and pricing for gold and silver; and general economic and political conditions in Canada and other jurisdictions where the Company conducts business.

Not for distribution to United States newswire services or for dissemination in the United States

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/177257

Thesis Gold Inc.

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Thesis Gold Inc. Announces Trading Halt and Name Change

August 15, 2023 6:30 am edt | source: thesis gold holdings inc. - dnu.

Vancouver, British Columbia--(Newsfile Corp. - August 15, 2023) - Thesis Gold Inc. (TSXV: TAU) (WKN: A2QQ0Y) (OTCQX: THSGF) (" Thesis " or the " Company ") is pleased to announce that the Company will be changing its name from Thesis Gold Inc. to " Thesis Gold (Holdings) Inc. " (the " Name Change ") in connection with the proposed plan of arrangement (the " Plan of Arrangement ") with Benchmark Metals Inc. as further described in the Company's news releases dated June 5, 2023, and information circular dated July 6, 2023, which can be found under the Company's profile on SEDAR+.

The Company received approval of the Plan of Arrangement from securityholders on August 9, 2023 and received approval of the Name Change from its board of directors on July 11, 2023. The Company received conditional approval by the TSX Venture Exchange (the " TSXV ") for the Name Change on August 15, 2023.

The Company will be halted from trading effective after close of trading on Wednesday, August 16, 2023. Effective at market open on Thursday, August 17, 2023, the Company's common shares will be listed under the new name on the TSXV under the symbol " TAU " and will be assigned the new CUSIP and ISIN numbers 883931107 and CA8839311070, respectively. The Company's common shares are not expected to recommence trading before completion of the Plan of Arrangement. For complete details of the Plan of Arrangement, interested persons are directed to Thesis' Information Circular filed on SEDAR+ ( www.sedarplus.ca ) on July 13, 2023 by Thesis under its company profile.

About the Company

Thesis is a Vancouver-based mineral exploration company focused on proving and developing the resource potential of the 180km2 Ranch Gold Project located in the prolific Toodoggone Mining Camp of northern British Columbia, approximately 300 km north of Smithers, British Columbia.

Further details are available on Thesis' website at: https://www.thesisgold.com/ .

For further information or investor relations inquiries, please contact:

Dave Burwell Vice President Corporate Development Email: [email protected] Telephone: 403-410-7907 Toll Free: 1-888-221-0915

Nick Stajduhar Director Email: [email protected] Telephone: 780-701-3216

Neither the TSXV 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 news release. No securities regulatory authority has either approved or disapproved of the contents of this news release.

None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States Securities Act of 1933, as amended (the " U.S. Securities Act "), or any state securities laws, and any securities issuable in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities.

Cautionary Statement Regarding Forward-Looking Information

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". These forward-looking statements or information may relate to the Arrangement, including statements with respect to the expected timing for closing of the Arrangement and completion of the consolidation.

Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Although Thesis has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Other factors which could materially affect such forward-looking information are described in the risk factors in Thesis' most recent annual management's discussion and analyses, and in Thesis' management information circular dated July 6, 2023, which have been filed with the Canadian securities regulators and are available on the Company's profile on SEDAR+ at www.sedarplus.ca . Thesis does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Such statements represent the current views of Thesis with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by Thesis, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: treatment of the Arrangement under applicable competition laws and the Investment Canada Act; delays or risks associated with Thesis obtaining final court approval for the Arrangement; regulatory determinations and delays; any impacts of COVID-19 on the business of the Company; stock market conditions generally; demand, supply and pricing for gold and silver; and general economic and political conditions in Canada and other jurisdictions where the Company conducts business.

Not for distribution to United States newswire services or for dissemination in the United States

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/177257

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Thesis Gold Completes First Tranche of $11.24 Million Financing

Vancouver, British Columbia --( Newsfile Corp. - October 5, 2023 ) - Thesis Gold Inc. (TSXV: TAU) (WKN: A3EP87) (OTCQX: THSGF) (" Thesis " or the " Company ") is pleased to announce today that it has completed a first closing of the brokered private placement announced on September 7, 2023 (the " Offering ") for gross proceeds of $4,821,710 , representing 4,267,000 premium flow-through common shares (the " Premium FT Shares "). It is expected that the second and final tranche consisting of up to 6,899,600 flow-through common shares for additional gross proceeds of up to $6,416,628 (the "FT Shares ") will close on or about October 10, 2023 .

Ewan Webster , President, and CEO commented, "With this financing now complete, these funds will allow us to unlock significant value across our projects, achieving key milestones over the next 12 months, including the completion of our 50,000-meter drilling program, an updated global resource estimate covering both the Ranch and Lawyers Projects, followed by a new Preliminary Economic Assessment (PEA)."

The gross proceeds from the sale of Premium FT Shares and FT Shares (collectively the " Flow-Through Shares ") will be used by the Company to incur eligible "Canadian exploration expenses" that will qualify as "flow-through mining expenditures" as such terms are defined in the Income Tax Act ( Canada ) (the " Qualifying Expenditures ") related to the Company's projects in Canada . All Qualifying Expenditures will be renounced in favour of the subscribers of the Flow-Through Shares effective December 31, 2023 .

The Offering was made pursuant to an agency agreement (the " Agency Agreement ") among the Company and a syndicate of agents led by Clarus Securities Inc. and including PI Financial Corp. and Cormark Securities Inc. (the " Agents ").

Pursuant to the Agency Agreement, the Company (i) paid the Agents a cash commission representing 6% of the gross proceeds raised under the Offering; and (ii) issued to the Agents 256,020 broker warrants each entitling the holder to acquire one non-flow-through common shares of the Company at a price of $1.13 per share at any time for a period of 24 months from the closing date of the Offering.

All securities issued pursuant to this Offering are subject to a restricted hold period of four months and a day, under applicable Canadian securities legislation. The Offering remains subject to the final approval of the TSX Venture Exchange (the " TSXV ").

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States . The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the " U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

On behalf of the Board of Directors Thesis Gold Inc.

" Ewan Webster "

Ewan Webster Ph.D., P.Geo . President, CEO, and Director

About Thesis Gold Inc.

Thesis Gold , following its strategic merger with Benchmark Metals , is unlocking the combined potential of the Ranch and Lawyers Gold-Silver Projects in the Toodoggone mining district of north-central British Columbia, Canada . The 2022 Preliminary Economic Assessment for the Lawyers Project alone projected an open-pit mining operation that would yield 163,000 gold equivalent ounces annually over a 12-year span. The Company is now evaluating the integration of the Ranch project, aiming to enhance these figures and bolster the overall potential. Central to this ambition is the 50,000-metre drill program, designed to define the high-grade underground resource at Lawyers and augment the near-surface high-grade deposits at Ranch. The Company's roadmap includes the release of a global Company resource estimate by Q2 2024, followed by an updated Preliminary Economic Assessment in Q3 2024. Through these strategic initiatives, Thesis Gold aspires to rise to the forefront of global precious metals ventures.

For further information or investor relations inquiries, please contact:

Dave Burwell Vice President Corporate Development Email: [email protected] Tel: 403-410-7907 Toll Free: 1-888-221-0915

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 press release.

Cautionary Statement Regarding Forward-Looking Information

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, without limitation, statements regarding the Offering, including the volume and timing of the closing of the second tranche, intended use of proceeds from the Offering, and the future plans or prospects of the Company. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management, are inherently subject to business, market, and economic risks, uncertainties, and contingencies that may cause actual results, performance, or achievements to be materially different from those expressed or implied by forward-looking statements. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated, or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Other factors which could materially affect such forward-looking information are described in the risk factors in the Company's most recent annual management's discussion and analysis, which is available on the Company's profile on SEDAR+ at www.sedarplus.ca . The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

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SOURCE Thesis Gold Inc.

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Sights of Elektrostal, Moscow region

Table of contents:, history of the city, park of culture and leisure, historical and art museum, october cultural center, kristall ice palace, memorial complex, museum and exhibition complex.

2024 Author : Harold Hamphrey | [email protected] . Last modified: 2023-12-17 10:06

In the Moscow region there is a small cozy town Elektrostal. Its sights for the most part have no historical value due to the fact that the city has a relatively small history. But for a visiting tourist or city dweller, they will be of interest. There is something to see, where to go to have an exciting leisure time.

Today the population of the city is 158 thousand people. Until the beginning of the 20th century there were several small workers' settlements here. After the opening of the electrometallurgical and equipment factories, the place began to be called the natural boundary of Calm. The construction of the railway made this settlement accessible, and workers and families flocked here to earn money. In 1925, the station was named Elektrostal, and the rapid increase in population allowed the village to receive the status of a city.

The founder of the city is a prominent Russian industrialist Nikolai Vtorov. It was he who opened the plant here, creating, in fact, a city-forming enterprise that is still operating. In Soviet times, it was a closed facility, and it was not easy to get to work here.

Today Elektrostal is a promising industrial city with a great future and a heroic past. It bears the proud name "City of Military and Labor Glory".

You can learn about the sights of Elektrostal with descriptions and photos here. There are places for walking, outdoor activities and cultural development.

Those who come to the city by train are met by a monument to the metallurgist. It was installed in November 2017 for the 100th anniversary of the Elektrostal plant. The attraction is made in the style of constructivism. The monument quickly won the love of the townspeople, because this city is supported by ordinary workers.

Elektrost altsy and the founding father of the plant, Nikolai Vtorov, are honored. In 2002, a monument was opened in honor of him, which became a landmark of the city of Elektrostal. The bronze sculpture is installed on the site where once stood a monument to the leader of the world proletariat, V. I. Lenin. Times change, characters change. Today, the plant, founded a century ago, is the largest in Russia. Vtorov himself, whose fortune was estimated at 60 million rubles in gold, according to Forbes magazine, was the owner of the largest capital at the beginning of the century. He was a banker, an industrialist, an entrepreneur, a man of action.

The monument was erected byinitiative of the townspeople who wished to perpetuate the monument to the great man.

One of the popular places for spending weekends and evenings among citizens and guests of the city is the Park of Culture and Leisure. Here you can ride attractions for children and adults, play slot machines, rollerblade or bike. The park is divided into two zones. Fans of unhurried walks in the fresh air make a promenade on the Quiet Alley, and those who prefer outdoor activities flock to the Entertainment Alley. The park has a summer stage, where concerts and cafes are regularly held.

Until 1999, there was no central museum among the attractions of Elektrostal in the Moscow Region. The expositions were exhibited in schools, the house of culture, in factory museums. The city was closed, so there was no large influx of tourists and visitors. The appearance of the historical and art museum made it possible for residents and guests of the city to learn a lot of useful information about their native land, the formation of the production process, and the difficult years of the war. The exposition consists of paintings by local artists, historical artifacts, household items, documents, books and much more. The collection is updated regularly. It also hosts outdoor exhibitions, which are always popular with the townspeople.

One of the main attractions of Elektrostal, the photo of which is available to almost every resident or visitor, is the Main Alley. On herpassers-by like to stroll along shady paths, townspeople rest by the fountain after a hard shift at the plant. Flower beds are the decoration of the alley. In 2006, a flower festival was held here for the first time, which has become traditional. Each enterprise of the city and private individuals give residents a real composition of fresh flowers, which pleases with bright colors all summer long. A riot of colors, aromas and a flight of fantasy reigns here. Walking through the park, you can see Snow White with a basket, a bright well, a multi-tiered cake made from fresh flowers, hearts of lovers or a fabulous house. It is almost impossible not to take a photo against the background of these compositions.

There is a cultural center in the city. It hosts performances by local creative teams and visiting stars, performances and circus performances.

In 1971, the ice palace "Crystal" was opened in the city. Almost immediately, a children's and youth hockey team was organized, which gained sports fame. This is the home sports arena for the Elektrostal hockey team. Matches of different levels are held on the ice.

There are sections for children who go in for hockey or figure skating. Citizens come here with their families to cheer for their favorite team or go ice skating.

Elektrostal is a city with a heroic past. During the war years, more than 12 thousand citizens came to the recruiting station and went to the front to defend their homeland. Almost 4 thousand of them did not return from the battle. To these heroesdedicated to the memorial complex with the inextinguishable Eternal Flame, opened in 1968

But the electricians took part in the war in Afghanistan and Chechnya. By decision of the city authorities, their memory is also immortalized in the memorial complex.

It has become a good tradition for newlyweds to lay flowers at this monument.

In 1999, a museum and exhibition complex was opened in the city, where, in addition to the exhibition hall, there are numerous circles for children, classes for young people, and a creative workshop. Various festivals, exhibitions, city holidays and other events are held within the walls and on the territory of the complex, which attract many spectators.

Listing the sights of Elektrostal, it is impossible not to mention the temples. There are several of them in the city: the church of St. John of Kronstadt, St. Andrew's Church, the hospital church of St. Panteleimon. Another new church is being built. In appearance, the temples look ancient, monumental, in the Novgorod style. But they were all built at the end of the 20th century.

Let there be no ancient artifacts among the sights of Elektrostal. But on the other hand, all of them are connected with the history of the city, with everyday work and military exploits of ordinary residents.

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