Business Description

1. NATURE OF OPERATIONS AND GOING CONCERN Lion Copper and Gold Corp. (" LCG "), together with its subsidiaries, collectively, the " Company ", is engaged in the acquisition, exploration and development of copper properties in the United States. The Company is currently advancing its flagship Yerington Copper Project in Nevada toward a Feasibility Study (the " FS "), pursuant to an earn-in agreement executed in March 2022 with Nuton LLC (" Nuton "), a Rio Tinto venture. LCG was incorporated in British Columbia, Canada on May 11, 1993. Its common shares are listed on the Canadian Securities Exchange (" CSE ") under the symbol "LEO" and are quoted for trading on the OTCQB Market under the symbol "LCGMF". The Company acquires mineral properties through option agreements and claim staking. The carrying value of its mineral properties represents the acquisition costs and does not reflect present or future values. The recoverability of these mineral property interests is dependent on the discovery of mineral reserves, the Company's ability to secure the necessary financing to complete development, and the achievement of future profitable production or proceeds from the disposition of such properties. These consolidated financial statements (" Financial Statements ") have been prepared on a going concern basis, which contemplates the realization of assets and discharge of liabilities in the normal course of business for at least twelve months following the date of issuance of the Financial Statements. As of December 31, 2025, the Company had an accumulated deficit of $115,826 (December 31, 2024 - $130,597), and working capital deficiency of $3,157 (December 31, 2024 - working capital of $346). The Company has not generated revenue and is required to repay its outstanding convertible debt obligations when due, maintain its mineral property interests, and fund ongoing administrative expenses. Although the Company has historically been successful in raising capital, there can …