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GoldMining Inc.

For the period ended Nov 30, 2024. Filed Feb 27, 2025.

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The yearly report of certain Canadian companies, filed under a joint US and Canadian system. It is the main yearly account these companies give US investors, largely as filed in Canada.

FY2024 · Filed Feb 27, 2025

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GLDG$0.78+4.1%Stored close · as of Nov 6, 2026
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Contents

EX-99.1 · Other Properties

Other Properties

In addition to the above projects, the Company, through its wholly-owned subsidiaries, holds the following interests in other properties:

Yellowknife Project–** **The Yellowknife Project is located in the sub-arctic, approximately 90 km north of the city of Yellowknife, Northwest Territories, Canada. GoldMining wholly owns 100% of the Ormsby, Bruce, Nicholas Lake, Goodwin Lake and Clan Lake gold deposits. The property measures approximately 12,240 ha comprised of 35 mining leases and 1 mineral claim to which 507140 N.W.T. Ltd., a wholly-owned subsidiary of GoldMining, has title.

The mining leases and mineral claim are grouped into the Ormsby-Bruce-Nicholas Lake, Goodwin Lake, Clan Lake and Big Sky properties. GoldMining acquired 100% interest in the Yellowknife Project from Tyhee NWT Corp., ("Tyhee"), a subsidiary of Tyhee Gold Corp., on July 20, 2017.

The Yellowknife Project includes the site of the historical Discovery Mine, which operated from 1950 to 1969. The old townsite and mine buildings were demolished in the summer of 2005 during a cleanup project managed by Indigenous and Northern Affairs Canada. Total production from the Discovery Mine is estimated to be 1,023,550 ounces of gold from 1,018,800 short tons of ore. Historic production at the Yellowknife Project or at nearby mines are not necessarily indicative of the future mining potential of the Yellowknife Project. Access to the Discovery camp from Yellowknife is possible by small aircraft to a year-round 1,100 m long gravel airstrip. A winter road can provide access for fuel and other heavy or bulky materials from Yellowknife.

On October 5, 2023, the Company received a two-year extension of its Land Use Permit MV2018C0021 – Mineral Exploration – Prospectus to Ormsby and Nicholas Lake, NT, which now expires October 17, 2025.

The Company intends to maintain the Yellowknife Project in good standing and has not currently developed a plan to complete any exploration programs at the Yellowknife Project in 2025.

Cachoeira Project* *– the Company indirectly holds a 100% interest in the Cachoeira Project, located in Pará State, Brazil. The project consists of three mining concessions and two exploration concessions for a total area of approximately 5,677 ha. In 2014, a PAE was submitted to the Brazilian National Department of Mining Production (now the National Mining Agency – ANM) for the mining concessions within the Cachoeira Project, including certain conceptual engineering studies. The Company notes that such assessment plan does not constitute a PEA within the meaning of NI 43-101 and no production decision with respect to the project has been made to date.

Additionally, an Environmental Impact Assessment was submitted to Secretaria de Estado de Meio Ambiente e Sustentabilidade of Pará ("SEMAS-PA") in 2013 as part of its environmental licensing process. The Company received the Preliminary Environmental License endorsed by the Environmental Council of Pará State on March 15, 2022.

Pursuant to the mining licenses underlying the Cachoeira Project, the Company was required to commence mining operations at the property by April 2014, assuming the requisite environmental license has been granted by SEMAS-PA. With the Preliminary Environmental license granted in 2022, the Company must proceed to the next phase to address all of the requirements to obtain the Installation License. The Company will have three years to attend to all the requirements to obtain the Installation License. Once the Company receives the Installation License it must proceed to start the mining construction and operation.

The Company has initiated the field work necessary to meet the requirements of the Preliminary Environmental License. The Company has applied for an additional two years extension of the Preliminary Environmental License due to expire in March 2025, which is pending approval by the regulatory environmental agency.

A 0.5% NSR royalty is payable pursuant to a royalty agreement between BRI Mineração Ltda., a wholly-owned subsidiary of the Company, and an existing third-party royalty holder in replacement of a previous 1.33% net production royalty. The royalty is subject to a right of BRI Mineração Ltda. to repurchase up to one-half of the royalty for US$250,000 payable in Brazilian Real equivalent for a period of seven years after the date of the royalty agreement.

An exploration concession, ANM Process no. 850.007/2008, was dropped in January 2024. This mineral title did not contain any mineral resources and prior exploration work conducted did not revealed any results of interest.

With the Preliminary Environmental license granted in 2022, the Company is currently evaluating whether to conduct additional engineering or other studies with respect to further development of the Cachoeira Project.

Surubim Project – The Company indirectly holds a 100% interest in the Surubim Project located in Pará State, Brazil approximately 270 km southwest of the town of Itaituba and is road accessible from the Trans-garimpeiro highway. The Surubim Project consists of the Surubim Property. A technical report was previously prepared for the Surubim Project which included a Mineral Resource estimate, however the Company no longer treats such estimate as current.

The Company has not completed any exploration on the Rio Novo or Surubim Properties since acquiring the Surubim Project.

The Company dropped the exploration concession ANM Process no. 853.733/1995 on January, 15 2024, and has not obtained approval of the appeal for the renewal of ANM Process no. 850.376/2005. These two permits do not cover any of the known mineral occurrences and deposits of the property.

Boa Vista Project – The information below regarding the Boa Vista Project has been summarized from the technical report titled "Technical Report, Boa Vista Gold Project and Resource Estimate on the VG1 Prospect, Tapajós Area, Pará State, Northern Brazil" dated effective November 22, 2013 (the "Boa Vista Technical Report"), prepared for GoldMining and filed under its profile on SEDAR+. The Boa Vista Technical Report included a Mineral Resource estimate for the project. The Company no longer treats such estimate as current as a result of, among other things, the age of the estimate.

The Company, through its interest in the Boa Vista Gold joint venture ("BVG"), indirectly holds an 84.05% interest in the Boa Vista Project located in Pará State, Brazil. The Boa Vista Project consists of three exploration licenses for a total area of approximately 9,201 ha. The Company submitted a Final Exploration Report for two of the three exploration licenses in February 2018 (ANM no.850.759/2006 and 850.353/2010), and a Final Report for another exploration license on January 23, 2019 (ANM no.850.643/2006). The Final Exploration Report for all three exploration licenses was approved by the ANM on November 22, 2019. In 2022 BVG filed a PAE with ANM for the Boa Vista property together with its application to obtain a Mining License and has made an application for Environmental Licensing to SEMAS-PA. Terms for Exploration Licenses typically last for three years, following the 2022 PAE filing, the Company informs ANM on a regular basis of the status of the environmental license application.

The next step on the Boa Vista Project is to conduct environmental licensing. The Company has received the Term of Reference establishing the minimum requirements for environmental studies in the area of the Boa Vista Project and is required to start Environmental Impact Assessment studies to prepare the Impact Assessment Reports (EIA/RIMA) in order to obtain the Preliminary Environmental License. The Company notes that such an assessment plan does not constitute a PEA within the meaning of NI 43-101 and no production decision with respect to the project has been made to date.

Pursuant to a mineral rights acquisition agreement, as amended, relating to the Boa Vista Project, Golden Tapajós Mineração Ltda. ("GT"), a subsidiary of BVG, holds an option to acquire 100% of the Boa Vista Project mineral rights. GT exercised its rights under the amended agreement to extend the deadline to make the final payment to the counterparty thereunder by one year, now due by June 30, 2025. Under the terms of the acquisition agreement, as amended, GT will be required to make a bonus payment of US$1,500,000 if GT defines a NI 43-101-compliant proven and probable gold reserve in excess of three million Au oz, payable within 30 days of the commencement of mine production.

A sampling and mapping campaign was completed at the Boa Vista property to investigate areas of existing excavation to identify prospective areas for future exploration. A total of 30 soil samples and 150 samples from veins, saprolite and rock chips were collected and results are pending from the lab.

Batistão Project – the Company indirectly holds a 100% interest in the Batistão Project located in Mato Grosso State, Brazil. The Company was required to file a PAE and the Preliminary Environmental License, together with the Mining Concession Application by January 2016. The Company requested an extension to submit the Mining Concession Application, due to the market conditions and gold price at the time, which had deteriorated since the Final Exploration Report was submitted to ANM in 2013.

The Company prepared and filed at ANM the independent PAE in October 2022 and currently is in the process of obtaining the Term of Reference to initiate the baseline studies required to start the Environmental License for the project. The Company notes that such an assessment plan does not constitute a PEA within the meaning of NI 43-101 and no production decision with respect to the project has been made to date.

MontesÁureos and Trinta Projects** **– the Company indirectly holds a 51% interest in the Montes Áureos and Trinta Projects located in Pará and Maranhão States, Brazil. The Company is in the process of applying for a mining concession for the Montes Áureos Project and the renewal of the exploration permit for the Trinta Project. Both applications are under review by ANM and there is no assurance that such applications will be approved by ANM.

In September 2022, ANM approved the Final Exploration report for the main exploration concession. On September 25, 2023 the Company filed a PAE with ANM to obtain such concession. The Company will start the baseline studies for the Environmental License application.

The terms of the existing Joint Venture ("JV") agreement have been reviewed and the Company intends that a new company will be established to manage the JV agreement and to transfer the mineral rights from the JV partner to this new company that will be controlled and operated by the GoldMining Inc. with an initial 51% participation in the JV. New investments in the JV by the Company will cause dilution of the JV partner's 49% interest.

Crucero Project* – *the Company indirectly holds a 100% interest in the Crucero Project, located in the eastern Cordillera of southeastern Peru in the Department of Puno, Province of Carabaya, District of Crucero, and the Quadrangle of Limbani. The Crucero Project is comprised of three mining and five exploration concessions with an aggregate area of 4,600 ha. The three mining concessions are held indirectly by a wholly-owned subsidiary of GoldMining through a 30-year assignment from a third party running until 2038.

Yarumalito Project–*** *In December 2019, the Company acquired a 100% interest in the Yarumalito Project located in Antioquia, Colombia. The Yarumalito Project consists of one concession for a total area of approximately 1,453 ha. The concession expires on March 7, 2043 and is renewable for an additional 30 years. Additionally, the project includes approximately 9.96 ha of real estate and 0.36 ha of possession-occupation rights that partially cover the area of diamond drilling and Mineral Resource documented in the technical report for the Yarumalito Project titled "Technical Report: Yarumalito Gold-Copper Property, GoldMining Inc., Departments of Antioquia and Caldas, Republic of Colombia" **dated effective April 1, 2020. The concession requires approved work programs to be completed and tax to be paid to keep the concession in good standing.

The Company had proposed a work program to be completed in 2022. However, the program was granted a deferral by Antioquia's Secretary of Mines at the Antioquia Government as a result of restrictions due to the COVID-19 pandemic. As a result of the deferral, the Company had until April 2024 to complete a work program (PTO) to advance the Yarumalito Project and submit a final exploration report.

During the fourth quarter of 2023, the Company made advances on a PTO study to examine opportunities for resource extraction on the Property as part of a submission of a final exploration report. The PTO looked to increase confidence and understanding of the existing gold and copper resource outlined on the Yarumalito Project. The reports required for meeting the requirements of the PTO, final exploration and social plan report were submitted in January 2024.

On July 17, 2024 the Company was notified of a requirement from the Mining Authority to present the status of environmental licensing process before the Environment authority. The Company has completed the required environmental impact studies that were submitted on October 22, 2024. In February 2025, the Company was notified that the PTO submitted for the Project had been approved, and when the Resolution granting such approval was registered, an environmental impact assessment required for the proposed works would be triggered.

On March 14, 2022, the Company announced that it acquired an existing 1% NSR royalty on the Company's Yarumalito Project from Newrange Gold Corp. ("Newrange"). Pursuant to the agreement, the Company paid Newrange $100,000 in cash and delivered 10,000 common shares of the Company.

Rea Project – the Company indirectly holds a 75% interest in the Rea Project and Orano Canada Inc. (formerly Areva Resources Canada Inc.) ("Orano") holds the remaining 25% interest in this project. The Rea Project is located in northeastern Alberta, Canada, approximately 185 km north of Fort McMurray. The Rea Project consists of 16 contiguous exploration permits, which cover an area of 125,328 ha in the western part of the Athabasca Basin and surrounds the Maybelle River project, including the Dragon Lake deposit held by Orano.

Under current conditions, the Company has until February 11, 2026, April 8, 2026 and June 18, 2026 respectively to complete assessment work on the Rea Project. The Company has submitted an application for Metallic Mineral Exploration (an “MME”) to the Alberta Energy Regulator (“AER”) to fulfil the work expenditure requirements to maintain the Rea Project in good standing. The Company has also initiated First Nation engagement and consultation. The Company will plan future exploration programs once regulatory approvals have been granted.

On December 4, 2023, the Company announced that it is working to reactivate its exploration efforts on the Rea Project and plans to work with local stakeholders to develop a phased approach to daylight value on the project. The Company intends to target a major regional shear zone 9 km along strike of the high-grade, near-surface uranium mineralization at the Dragon Lake deposit. In connection thereto, on June 13, 2024, the Company announced that reprocessing, inversion modeling, and reinterpretation of historic geophysical surveys at the Rea Project identified over 70 km of basement conductive trends, interpreted as graphite-bearing shear zones prospective for unconformity-style uranium mineralization. Three northwest-trending corridors were outlined: the Maybelle River Corridor, which extends northward from Orano's Maybelle River Project and includes five historic drill holes, two of which intersected anomalous uranium values, with pathfinder minerals such as clay alteration and dravite identified in three holes; the Net Lake Corridor, where limited exploration has included 20 historic drill holes, five of which intersected anomalous uranium values and associated pathfinder elements; and the Keane Lake Corridor, which is largely untested, with two historic drill holes reporting anomalous uranium values in the south-central area. These findings highlight significant exploration potential within the Athabasca Basin.

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