Upside Gold Corp. Announces $5 Million Brokered Private Placement

Calgary, Alberta--(Newsfile Corp. - May 21, 2026) - Upside Gold Corp. (CSE: UG) ("Upside" or the "Company") is pleased to announce that that it has entered into an agreement with Beacon Securities Limited ("Beacon" or the "Agent") to act as sole agent in connection with a "best efforts" private placement offering of a combination of up to 1,600,000 non-flow-through units (the "NFT Units") at a price of $1.25 per NFT Unit (the "NFT Issue Price"), up to 695,000 flow-through units (the "FT Units") at a price of $1.44 per FT Unit, and up to 1,153,000 premium flow through units (the "Premium FT Units", together with the FT Units, the "FT Securities", and, together with the NFT Units and the FT Units, the "Offered Securities") at a price of $1.735 per Premium FT Unit for aggregate gross proceeds of up to $5,001,255 (collectively, the "Offering"). Each NFT Unit will consist of one common share of the Company (an "NFT Share") and one-half of one common share purchase warrant of the Company (each whole common share purchase warrant, a "Warrant").