Exhibit 99.1

Graphic

Osisko Gold Group Inc.

(formerly Osisko Development Corp.)

. . . . . . . . . . . . . . . . . .

Unaudited Condensed Interim

Consolidated Financial Statements

For the three and six months ended

June 30, 2026 and 2025


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Consolidated Statements of Financial Position

As at June 30, 2026 and December 31 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars)

  ​ ​ ​

June 30, 

December 31,

  ​ ​ ​

  ​ ​ ​

2026

2025

  ​ ​ ​

Notes

  ​ ​ ​

$

$

Assets

 

  ​

  ​

  ​

Current assets

 

  ​

  ​

  ​

Cash and cash equivalents

 

3

837,276

422,283

Amounts receivable

 

4

31,106

9,357

Inventories

 

14,051

7,845

Derivative asset

7

45,546

Other current assets

 

1,829

2,803

929,808

442,288

Assets classified as held for sale

14

37,523

929,808

479,811

Non-current assets

 

  ​

  ​

Investments in associates

 

16,856

15,092

Other investments

 

11

31,488

15,496

Mining interests and property, plant and equipment

 

5

801,023

644,326

Exploration and evaluation

 

6

116,037

89,635

Other assets

33,350

17,914

1,928,562

1,262,274

Liabilities

 

  ​

  ​

Current liabilities

 

  ​

  ​

Accounts payable and accrued liabilities

 

50,451

30,594

Current portion of long-term debt and lease liabilities

 

7

8,946

6,771

Deferred consideration and contingent payments

 

3,405

3,427

Contract liability

 

182

643

Environmental rehabilitation provision

 

8

3,984

6,970

Derivative liability

7

85,447

Warrant liability

9

107,294

225,000

259,709

273,405

Liabilities associated with assets held for sale

14

58,446

259,709

331,851

Non-current liabilities

 

  ​

  ​

Long-term debt and lease liabilities

 

7

447,977

137,786

Deferred consideration and contingent payments

 

2,399

5,364

Contract liability

 

4,287

4,041

Flow-through premium liability

6,106

8,334

Environmental rehabilitation provision

 

8

97,364

92,209

817,842

579,585

Equity

 

  ​

  ​

Share capital

 

9

1,661,098

1,416,739

Warrants

 

9

6,056

20,884

Contributed surplus

28,501

20,976

Accumulated other comprehensive loss

3,039

(9,135)

Deficit

(587,974)

(766,775)

1,110,720

682,689

1,928,562

1,262,274

Going concern (Note 1)

APPROVED ON BEHALF OF THE BOARD

(signed) Sean Roosen, Director

(signed) Charles Page, Director

The notes are an integral part of these unaudited condensed interim consolidated financial statements.

2


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Consolidated Statements of Income (Loss)

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

Three months ended

Six months ended

June 30, 

June 30, 

  ​ ​ ​

2026

2025

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

Notes

  ​ ​ ​

$

  ​ ​ ​

$

  ​ ​ ​

$

  ​ ​ ​

$

Revenues

 

32,726

6,859

34,940

6,859

Operating expenses

 

Cost of sales

 

(12,029)

(4,075)

(12,700)

(4,075)

Other operating costs

 

(2,710)

(11,726)

(3,386)

(20,489)

General and administrative

 

(9,901)

(7,379)

(19,936)

(13,662)

Impairment of assets

 

(493)

(25,793)

Operating income (loss)

 

8,086

(16,321)

(1,575)

(57,160)

Finance costs

 

(2,753)

(2,243)

(4,521)

(4,057)

Share of income (loss) of associates

 

1,616

179

1,281

51

Change in fair value of warrant liability

 

9

87,020

(30,602)

119,903

(23,903)

Change in fair value in derivative

7

20,284

20,284

Other income (expense), net

 

4,719

2,756

15,526

5,371

Income (loss) from continuing activities before income taxes

 

118,972

(46,231)

150,898

(79,698)

Income tax recovery (expense)

 

135

253

426

256

Net income (loss) from continuing activities

 

119,107

(45,978)

151,324

(79,442)

Net income (loss) from discontinued activities

14

(1,426)

28,001

(5,292)

Net income (loss)

119,107

(47,404)

179,325

(84,734)

Basic net income (loss) per share from continuing activities

 

0.39

(0.34)

0.51

(0.58)

Diluted net income (loss) per share from continuing activities

0.21

(0.34)

0.16

(0.58)

Basic net income (loss) per share

0.39

(0.35)

0.61

(0.62)

Diluted net income (loss) per share

0.21

(0.35)

0.24

(0.62)

Basic and diluted weighted average number of shares outstanding

305,004,581

136,846,731

295,106,785

136,726,911

Diluted weighted average number of shares outstanding

 

312,554,069

136,846,731

394,336,298

136,726,911

The notes are an integral part of these unaudited condensed interim consolidated financial statements.

3


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Consolidated Statements of Comprehensive Income (Loss)

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars)

Three months ended

Six months ended

June 30, 

June 30, 

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

$

  ​ ​ ​

$

$

$

Net income (loss)

119,107

(47,404)

179,325

(84,734)

Other comprehensive income (loss)

  ​

  ​

  ​

  ​

Items that will not be reclassified to the consolidated statements of loss

  ​

  ​

  ​

  ​

Changes in fair value of financial assets at fair value through comprehensive income (loss)

899

1,966

2,411

2,261

Income tax effect

(135)

(253)

(426)

(256)

Share of other comprehensive income (loss) of associates

1,253

1,253

Items that may be reclassified to the consolidated statements of loss

  ​

  ​

  ​

  ​

Currency translation adjustments

2,134

(6,780)

8,227

(8,461)

Other comprehensive income (loss)

4,151

(5,067)

11,465

(6,456)

Comprehensive income (loss)

123,258

(52,471)

190,790

(91,190)

The notes are an integral part of these unaudited condensed interim consolidated financial statements.

4


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Consolidated Statements of Cash Flows

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars)

  ​ ​ ​

Three months ended

Six months ended

June 30, 

June 30, 

  ​ ​ ​

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

2026

  ​ ​ ​

2025

Notes

$

$

$

$

Operating activities

 

Net income (loss)

 

119,107

(45,978)

151,324

(79,442)

Adjustments for:

 

Share-based compensation

 

10

1,739

1,477

2,841

1,836

Depreciation

 

6,194

1,759

6,646

3,065

Finance costs

 

4,320

916

6,088

1,796

Share of loss of associates

 

(1,616)

(179)

(1,281)

(51)

Change in fair value of financial assets and liabilities at fair value through profit and loss

 

(20,028)

(35)

(19,558)

125

Change in fair value of warrant liability

 

9

(87,020)

30,602

(119,903)

23,903

Unrealized foreign exchange gain

(4,296)

(8,577)

(10,620)

(9,927)

Deferred income tax recovery

 

(135)

(253)

(426)

(256)

Impairment of assets

493

25,793

Cumulative catch-up adjustment on contract liability

 

(209)

(245)

(193)

(242)

Premium on flow-through share

(1,517)

(2,227)

Proceeds from contract liability

 

(237)

(57)

(297)

(57)

Environmental rehabilitation obligations

8

1,347

(1,716)

773

(1,716)

Other

630

294

537

(524)

Environmental rehabilitation obligations paid

(181)

(671)

Net cash flows provided by (used in) operating activities before changes in non-cash working capital items

 

18,098

(21,992)

13,526

(35,697)

Changes in non-cash working capital items

 

Decrease (increase) in amounts receivable

(25,517)

465

(21,437)

1,557

Decrease (Increase) in inventory

(3,647)

2,280

(5,930)

2,316

Decrease (Increase) in other current assets

350

(1,496)

1,239

(1,527)

Increase in accounts payable and accrued liabilities

1,785

1,125

5,371

2,825

Net cash flows used in continuing operating activities

(8,931)

(19,618)

(7,231)

(30,526)

Net cash flows provided by (used in) discontinued operating activities

(967)

190

(2,563)

Net cash flows used in operating activities

 

(8,931)

(20,585)

(7,041)

(33,089)

Investing activities

 

Additions to mining interests and property, plant and equipment

 

(91,087)

(10,856)

(150,441)

(23,670)

Additions to exploration and evaluation assets

(15,096)

(2,406)

(19,405)

(4,914)

Proceeds on disposals of property, plant and equipment and assets classified as held for sale

531

Proceeds on disposals of investments

 

140

1,181

359

Acquisition of investments in associates

(627)

(627)

Reclamation deposit

(700)

Net cash flows used in continuing investing activities

(106,670)

(13,262)

(169,992)

(27,694)

Net cash flows used in discontinued investing activities

(11)

Net cash flows used in investing activities

 

(106,670)

(13,262)

(169,992)

(27,705)

Financing activities

 

Proceeds from equity financings

9

196,249

Other issuance of common shares

 

54

25

104

49

Share and warrant issue expense and financing fees

(19,408)

(30,366)

(220)

Proceeds from exercise of warrants and options

965

37,504

Long-term debt and financing of equipment draw down

 

7

362,098

367,281

Repayment of long-term debt and leases

7

(1,355)

(832)

(2,614)

(2,548)

Withholding taxes on settlement of restricted units

 

(33)

Net cash flows provided by (used in) continuing financing activities

342,354

(807)

568,158

(2,752)

Net cash flows used in discontinued financing activities

Net cash flows provided by (used in) financing activities

 

342,354

(807)

568,158

(2,752)

Increase (decrease) in cash and cash equivalents before impact of exchange rate

 

226,753

(34,654)

391,125

(63,546)

Effects of exchange rate changes on cash and cash equivalents

 

16,237

3,355

24,587

3,191

Increase (decrease) in cash and cash equivalents

 

242,990

(31,299)

415,712

(60,355)

Cash balance related to asset held for sale

(719)

Cash and cash equivalents – Beginning of period

 

594,286

77,597

422,283

106,653

Cash and cash equivalents – End of period

 

837,276

46,298

837,276

46,298

The notes are an integral part of these unaudited condensed interim consolidated financial statements.

5


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Consolidated Statements of Changes in Equity

For the six months ended June 30, 2026

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars except number of shares)

Number of

Accumulated

common

other

shares

Share

Contributed

comprehensive

  ​ ​ ​

Notes

  ​ ​ ​

outstanding

  ​ ​ ​

capital

  ​ ​ ​

Warrants

surplus

loss

Deficit

Total

$

$

$

$

$

$

Balance – January 1, 2026

 

  ​ ​ ​

255,069,516

1,416,739

20,884

20,976

(9,135)

(766,775)

682,689

Net income

 

179,325

179,325

Other comprehensive income, net

 

11,465

11,465

Comprehensive loss

 

11,465

179,325

190,790

Transfer of realized loss on financial assets at fair value through other comprehensive income (loss), net of taxes

 

709

(709)

Private placement - February 2026

9

40,607,650

196,249

196,249

Shares issued for the settlement of deferred consideration

871,683

3,453

3,453

Share issue expense

(10,239)

(10,239)

Share-based compensation:

- Share options

 

1,406

1,406

- Restricted and deferred share units

 

391

391

Shares issued - employee share purchase plan

 

35,260

156

156

Shares issued from RSU/DSU settlement

 

78,734

519

185

704

Exercise of warrants

9

9,108,402

53,912

(9,024)

44,888

Warrants expired

(5,804)

5,804

Exercise of share options

41,299

309

(76)

233

Balance – June 30, 2026

 

305,812,544

1,661,098

6,056

28,501

3,039

(587,974)

1,110,720

As at June 30, 2026, accumulated other comprehensive loss includes items that will not be reclassified to the consolidated statements of income or loss amounting to a loss of $(11.6) million. Items that may be recycled to the consolidated statements of loss amount to $14.6 million.

The notes are an integral part of these unaudited condensed interim consolidated financial statements.

6


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Consolidated Statements of Changes in Equity

For the six months ended June 30, 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares)

  ​ ​ ​

  ​ ​ ​

Number of

  ​ ​ ​

  ​ ​ ​

  ​ ​ ​

  ​ ​ ​

Accumulated

common

other

shares

Share

Contributed

comprehensive

outstanding

capital

Warrants

surplus

loss

Deficit

Total

$

$

$

$

$

$

Balance – January 1, 2025

 

  ​ ​ ​

136,580,233

  ​ ​ ​

1,137,362

11,859

  ​ ​ ​

20,228

(503)

(598,317)

570,629

Net loss

 

(84,734)

(84,734)

Other comprehensive income, net

 

(6,456)

(6,456)

Comprehensive income (loss)

 

(6,456)

(84,734)

(91,190)

Transfer of realized loss on financial assets at fair value through other comprehensive income (loss), net of taxes

162

(162)

- Share options

 

1,211

1,211

- Restricted and deferred share units

 

654

654

Shares issued - employee share purchase plan

 

60,157

133

133

Shares issued from RSU/DSU settlement

13,303

168

(367)

162

(37)

Balance – June 30, 2025

 

136,653,693

1,137,663

11,859

21,726

(6,797)

(683,051)

481,400

As at June 30, 2025, accumulated other comprehensive loss includes items that will not be reclassified to the consolidated statements of income or loss amounting to a loss of $(19.1) million. Items that may be recycled to the consolidated statements of loss amount to $12.3 million.

The notes are an integral part of these unaudited condensed interim consolidated financial statements.

7


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

1.

Nature of operations and going concern

Osisko Gold Group Inc. (formerly Osisko Development Corp.) (“Osisko Gold Group” or the “Company”) is a mineral exploration and development company focused on the acquisition, exploration and development of precious metals resource properties in continental North America.  On July 14, 2026, the Company changed its name from “Osisko Development Corp.” to “Osisko Gold Group Inc.”. Osisko Gold Group, is focused on exploring and developing its mining assets, including the Cariboo Gold Project in British Columbia and the Trixie Test Mine in the USA.

The Company’s registered and business address is 1450-155 University Avenue, Toronto, Ontario and is constituted under the Canada Business Corporations Act. During the quarter ended June 30, 2026, the Company relocated its registered and business address from 1100, avenue des Canadiens-de-Montréal, suite 300, Montreal, Québec to its current address noted above. The common shares of Osisko Gold Group trade under the symbol OGG on the TSX Venture Exchange (“TSX-V”) and on the New York Stock Exchange (“NYSE”).

These unaudited condensed interim consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern, which contemplates the realization of assets and settlement of liabilities in the normal course of business as they come due. In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but not limited to twelve months from the end of the reporting period. As at June 30, 2026, the Company has a working capital of $670.1 million, which includes a cash and cash equivalent balance of $837.3 million. The Company also has an accumulated deficit of $588 million and a net income of $179.3 million for the six months ended June 30, 2026.

The working capital position as at June 30, 2026, will not be sufficient to meet the Company's obligations, commitments and forecasted expenditures up to June 2027. As the Company progresses through the detailed engineering phase of the Project, updated cost estimates, expenditure timing and other project requirements may have a material impact on the Company's forecasted expenditures. The working capital balance excludes the remaining tranches of the 2025 Financing Facility (as defined below) with Appian, totalling  US$350 million which are subject to conditions precedent that had not been satisfied as at June 30, 2026 (see Note 7). Management is aware, in making its assessment, of material uncertainties related to events and conditions that may cast a substantial doubt upon the Company's ability to continue as a going concern as described in the preceding paragraph, and accordingly, the appropriateness of the use of accounting principles applicable to a going concern. These unaudited condensed interim consolidated financial statements do not reflect the adjustments to the carrying values of assets and liabilities, expenses and financial position classifications that would be necessary if the going concern assumption was not appropriate. These adjustments could be material.

The Company’s ability to continue future operations and fund its planned activities is dependent on management’s ability to secure additional financing in the future, which may be completed in several ways including, but not limited to, a combination of selling assets and investments from its portfolio, project debt finance, offtake or royalty financing and other capital market alternatives. Failure to access available credit facilities, and secure future financings may impact and/or curtail the planned activities for the Company, which may include, but are not limited to, the suspension of certain development activities and the disposal of certain assets and investments to generate liquidity. While management has been successful in securing financing in the past, there can be no assurance that it will be able to do so in the future or that these sources of funding or initiatives will be available to the Company or that they will be available on terms which are acceptable to the Company. If Management is unable to obtain new funding, the Company may be unable to continue its operations, and amounts realized for assets might be less than the amounts reflected in these unaudited condensed interim consolidated financial statements.

2.

Basis of presentation, statement of compliance and material accounting policies

These unaudited condensed interim consolidated financial statements have been prepared in accordance with the IFRS Accounting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and as applicable to the preparation of interim financial statements, including IAS 34 Interim Financial Reporting. Accordingly, certain

8


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

disclosures included in the annual financial statements prepared in accordance with IFRS have been condensed or omitted and these unaudited condensed interim consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2025. The accounting policies, methods of computation and presentation applied in the preparation of these unaudited condensed interim consolidated financial statements are consistent with those of the previous financial year with the exception of the new material accounting policies and new amendments adopted during the period described below.

The Board of Directors approved these unaudited condensed interim consolidated financial statements for issue on August 13, 2026.

New material accounting policies

a) Convertible debt

The Notes are an interest-bearing debt instrument, under the terms of which the Company has the right to settle all or part of the instrument in cash on the conversion date. As the Notes contain a conversion and redemption feature that give the holder and Company the right to convert before maturity, under certain circumstances, the Notes are classified as a financial liability with embedded derivatives. Under IFRS 9, Financial Instruments, the Company has the option to elect for the entire Note to be measured at fair value through profit and loss (“FVTPL”), or to bifurcate the host liability from the embedded feature. The Company has elected to account for the Notes as a hybrid instrument, with the embedded derivatives at FVTPL and the host debt at amortized cost. The debt component of the Notes is (i) initially recognized as the difference between the fair value of the financial instrument as a whole and the fair value of the embedded derivatives and (ii) is subsequently recognized at amortized cost using the effective interest rate method. The embedded derivatives represent the conversion and redemption features of the Notes and are (i) initially classified as a financial liability measured at fair value through profit or loss; and (ii) subsequently recognized at fair value with changes in fair value recognized in net earnings or loss. If the conversion feature is accounted for as a derivative liability, such derivative is considered when determining the classification of the entire instrument as current versus non-current.

Transaction costs that are directly attributable to issuing the convertible note are allocated to the host debt and included in its initial carrying amount; they are amortized using the effective interest rate. With the Notes transaction, the Company has elected to allocate all the transaction costs to the host liability, and none were allocated to the derivative liabilities. The transaction costs will be amortized into income using the effective interest method.

b) Capped call

The Company issued convertible senior notes and simultaneously entered into capped call option transactions with certain financial institutions. The capped call options are separate transactions and do not affect the accounting for the liability and equity components of the convertible notes.

The Capped Call is a derivative asset that is measured at fair value, with subsequent changes in fair value recognized through profit or loss.

New amendments adopted during the period

IFRS 9 Financial Instruments and IFRS 7 Financial Instruments

On May 30, 2024, the IASB issued targeted amendments to IFRS 9 and IFRS 7, which respond to recent questions arising in practice. The amendments were issued to:

clarify the date of recognition and derecognition of some financial assets and liabilities, with a new exception for some financial liabilities settled through an electronic cash transfer system;

9


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

clarify and add further guidance for assessing whether a financial asset meets the solely payments of principal and interest criterion;
add new disclosures for certain instruments with contractual terms that can change cash flows; and
update disclosures for equity instruments designated at fair value through other comprehensive income.

The amendments to IFRS 9, Financial Instruments, and IFRS 7, Financial Instruments: Disclosures, are effective for annual periods beginning on or after January 1, 2026 and are applied prospectively with no restatement of comparatives per the initial transition requirements of these amendments. The amendments clarify that a financial liability is derecognized on the settlement date, being the date on which the obligation is extinguished. The Company has not elected the optional exception to derecognize financial liabilities settled through an electronic payment system prior to the settlement date. The Company's existing accounting policy is to derecognize financial liabilities when settlement is confirmed at the bank, which is consistent with the settlement-date derecognition requirements clarified by these amendments. The adoption of these amendments had no material impact on the Company's condensed interim consolidated financial statements for the three months ended June 30, 2026.

Critical accounting estimates and judgements

In preparing the Company’s condensed interim consolidated financial statements for the three and six months ended June 30, 2026, the Company applied the critical accounting estimates and judgements, and key sources of estimation uncertainty disclosed in Note 5 of its 2025 Annual Financial Statements except as noted below:

In May 2026, the Company completed the issuance of the Notes, as defined therein, and also purchased a series of capped call options, the valuation of which include the use of judgement and estimates. Refer to Note 6 of these condensed interim consolidated financial statements for the significant judgements and estimates in determining the fair value of the Notes and capped call options.

3.

Cash and cash equivalents

As at June 30, 2026 and December 31 2025, the consolidated cash and cash equivalents position was as follows:

  ​ ​ ​

2026

  ​ ​ ​

2025

 

$

 

$

Cash and cash equivalents held in Canadian dollars

358,742

112,912

Cash and cash equivalents held in U.S. dollars

331,690

220,426

Cash and cash equivalents held in U.S. dollars (Canadian dollars equivalent)

471,331

302,115

Cash held and cash equivalents in Mexican Pesos

88,556

95,200

Cash held and cash equivalents in Mexican Pesos (Canadian dollars equivalent)

7,203

7,256

837,276

422,283

10


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

4. Amount Receivable

  ​ ​ ​

2026

  ​ ​ ​

2025

 

$

 

$

Trade receivables

28,976

6,849

Exploration tax credits

87

63

Sales taxes

1,884

2,430

Interest income receivable

Other

159

15

31,106

9,357

5.

Mining interests and property, plant and equipment

  ​ ​ ​

  ​ ​ ​

  ​ ​ ​

  ​ ​ ​

  ​ ​ ​

Plant and

Mining

Right-of-use

Construction-

Equipment

Interests

assets

in-progress

2026

 

$

 

$

 

$

 

$

Cost– Beginning of period

95,829

506,055

9,892

72,802

684,578

Additions

11,739

35,301

364

107,756

155,160

Assets classified as held for sale and other disposals

(229)

(229)

Asset retirement obligations

16

16

Depreciation capitalized

2,786

2,786

Share-based compensation capitalized

49

49

Impairment

(493)

(493)

Other

Borrowing costs

11,184

11,184

Transfers

56,707

(56,707)

Currency translation adjustments

1,123

1,474

44

85

2,726

Cost – End of period

164,676

556,865

10,300

123,936

855,777

Accumulated depreciation – Beginning of period

36,064

667

3,521

40,252

Depreciation

8,740

4,409

731

13,880

Assets classified as held for sale and other disposals

(191)

(191)

Currency translation adjustments

612

171

30

813

Accumulated depreciation – End of period

45,225

5,247

4,282

54,754

Cost

164,676

556,865

10,300

123,936

855,777

Accumulated depreciation

(45,225)

(5,247)

(4,282)

(54,754)

Net book value

119,451

551,618

6,018

123,936

801,023

11


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

Plant and

Mining

Right-of-use

Construction-

Equipment

Interests

assets

in-progress

2025

 

$

 

$

 

$

 

$

Cost– Beginning of period

107,818

510,986

6,045

15,525

640,374

Additions

10,548

32,582

3,947

59,707

106,784

Assets classified as held for sale and other disposals

(21,992)

(30,483)

(31)

(52,506)

Asset retirement obligations

4,545

4,545

Depreciation capitalized

2,834

2,834

Share-based compensation capitalized

134

134

Impairment

(1,091)

(25,344)

(9)

(2,231)

(28,675)

Borrowing costs

10,140

10,140

Transfers

94

(94)

Currency translation adjustments

452

661

(60)

(105)

948

Cost – End of period

95,829

506,055

9,892

72,802

684,578

Accumulated depreciation – Beginning of period

39,458

4,316

2,807

46,581

Depreciation

11,105

1,264

782

13,151

Assets classified as held for sale and other disposals (i)

(14,180)

(5,357)

(31)

(19,568)

Impairment

(745)

(9)

(754)

Currency translation adjustments

426

444

(28)

842

Accumulated depreciation – End of period

36,064

667

3,521

40,252

Cost

95,829

506,055

9,892

72,802

684,578

Accumulated depreciation

(36,064)

(667)

(3,521)

(40,252)

Net book value

59,765

505,388

6,371

72,802

644,326

(i)On November 24, 2025, the Company entered into an agreement to sell the San Antonio Gold Project. Accordingly, all assets related to the San Antonio Gold Project were reclassified to assets classified as held for sale as at December 31, 2025. The sale closed on January 27, 2026. Additional information is provided in Note 13 – Assets Classified as Held for Sale and discontinued operations.

NSR Royalty and Streams

OR holds a 5% NSR royalty on the Cariboo Gold Project and a 2% to 2.5% stream on all refined metals on the Tintic properties. The Cariboo Gold 5% NSR royalty is perpetual and is secured by a debenture on all of Barkerville Gold Mines Ltd. (“Barkerville”) movable and immovable assets, including Barkerville’s interest in the property and mineral rights, in an amount not less than $150 million. The security is first-ranking, subject to permitted encumbrances.

In connection with the acquisition of Tintic in May 2022, the Company issued aggregate 2% NSR royalties, with a 50% buyback right in favour of Osisko Gold Group exercisable within five years.

Impairment assessment

On April 28, 2025, the Company disclosed the results of its optimized feasibility study on the Cariboo Gold Project (“2025 FS”). The 2025 FS considers a single milling facility at the mine site for processing, removing the need to transport flotation concentrate to the QR Mill. This change was considered an indicator of impairment for the QR Mill

12


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

and, accordingly, management performed an impairment assessment and recorded an impairment charge of $25.3 million on the mining interests related to the QR Mill during the first quarter of 2025.

6.

Exploration and evaluation

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

($)

  ​ ​ ​

($)

Net book value - Beginning of period

 

89,635

 

86,258

Additions

 

23,281

 

6,603

Depreciation capitalized

 

37

 

823

Currency translation adjustments

 

3,084

 

(4,049)

Net book value – End of period

 

116,037

 

89,635

Cost

 

216,244

 

189,842

Accumulated impairment

 

(100,207)

 

(100,207)

Net book value – End of period

 

116,037

 

89,635

7.

Long-term debt and lease liabilities

Convertible Notes

2025 Financing Facility

Financed Mining Equipment

Lease Liabilities

  ​ ​ ​

Total
2026

Total
2025

  ​ ​ ​

($)

($)

Balance – Beginning of period

129,843

10,860

3,854

 

144,557

46,639

Additions net of financing fees

279,769

8,207

329

 

288,305

128,576

Repayment

(1,826)

(788)

 

(2,614)

(38,709)

Interest capitalized

2,192

11,300

13,492

12,568

Interest paid

(2,422)

Write-offs

Currency translation adjustments

8,171

4,876

125

11

 

13,183

(2,095)

Balance – End of period

290,132

146,019

17,366

3,406

456,923

144,557

Current portion

7,451

1,495

 

8,946

6,771

Non-current portion

290,132

146,019

9,915

1,911

 

447,977

137,786

290,132

146,019

17,366

3,406

456,923

144,557

Convertible Notes & Derivative Liabilities

In May 2026, the Company issued US$300 million ($414.3 million) of convertible senior notes (the “Notes”). The Company received $393.8 million after commissions, fees and transaction costs of US$14.8 million ($20.5 million). The transaction costs are included in the amortized value of the host contract and amortized over the life of the Notes using the effective interest method. In connection with the Notes offering, 1,279,536 broker warrants were issued to certain purchasers and included in the transaction costs. In absence of quoted market prices, the fair value of the warrants exercisable in U.S. dollars is determined using the Black-Scholes option pricing model based on the following weighted average assumptions and inputs:

13


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

Dividend per share

0%

Expected volatility

57.7%

Risk-free interest rate

4.1%

Expected life

5.0 years

Exercise price (US$)

3.68

Share price (US$)

2.80

The Notes pay interest semi-annually at a rate of 4.125% per annum commencing on December 15, 2026, and mature on June 15, 2031. The holders of the Notes may convert their Notes in shares, cash or a combination thereof at the Company’s discretion, under the following circumstances:

(1) the closing sale price of the Company’s shares exceeds 130% of the conversion price of US$3.68 per share for at least 20 trading days in the 30 consecutive trading days ending on the last trading day of the immediately preceding quarter, and only in the following quarter (the “Share Price Threshold”);

(2) the trading price per $1,000 principal amount of the Notes is equal to or less than 98% of the product of the closing sale price of the Company’s common shares and the applicable conversion rate;

(3) the Notes are called for redemption by the Company;

(4) upon occurrence of certain specified corporate events; or

(5) on or after March 1, 2031.

The conversion rate is approximately 272.11 common shares per US$1,000 principal amount of Notes which represents a conversion price of approximately US$3.68 per share. Upon conversion the Company may settle the obligation, at its sole discretion, in either common shares, in cash at an equivalent value or in a combination of both.

The Company may redeem for cash all or any portion of the Notes on or after June 20, 2029, but only if the the Company’s stock price reaches at least 130% of the conversion price for 20 out of the previous 30 consecutive trading days. Since the issuance of the Notes, the Share Price Threshold was not met . The redemption price represents 100% of the principal amount of the Notes, plus accrued and unpaid interest.Upon the occurrence of specified corporate transactions, such as but not limited to change of control, major corporate transaction, or liquidation, the Company must offer to repurchase all of the outstanding Notes for cash.

The Notes mature on June 15, 2031 and has an effective interest rate of 11.95%. Any Notes not converted, repurchased or redeemed prior to the maturity date will have their principal amount repaid by the Company in cash at maturity.

Double Zero Capital, LP, a shareholder of the Company,participated in the Notes offering acquiring US$50.0 million aggregate principal amount of the Notes. Following this transaction, Double Zero held, directly or indirectly, common shares, warrants and Notes representing approximately 15.9% of the issued and outstanding common shares on a non-diluted basis.

Under IFRS 9, Financial Instruments, the conversion and redemption features (“Derivative Liability”) embedded in the Notes are bifurcated from the host debt and recognized as derivative liabilities because they are not closely related to the host and may be settled in cash, shares, or a combination thereof. The derivative liabilities are measured at fair value on initial recognition and at each reporting date, with changes recognized in profit or loss. The host debt is recognized at the residual amount, after allocating fair value to the embedded derivatives and deducting transaction costs and is subsequently measured at amortized cost using the effective interest method.

14


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

The embedded derivative used a market calibration approach based on the observable traded price of the convertible Notes. Under this approach, the fair value of the embedded derivative was determined using a valuation model calibrated to the market price of the instrument. The host debt component was then measured as the residual amount, representing the difference between the observed fair value of the convertible Notes and the fair value attributed to the embedded derivative.

The following key assumptions were used in the valuation model:

Key Assumption

Key Assumption

Inception

As of June 30, 2026

Debt traded price

100.00

103.88

Volatility

50.0%

50.0%

Share price (US$)

2.78

2.46

Capped Call Derivative Options

Concurrently with the issuance of the Notes, the Company purchased cash-settled call options (the “Capped Calls” or the “Derivative Asset”) with a strike price equal to initial conversion price of the Notes of US$3.68 and with a cap price of US$5.88, a term consistent with the term of the Notes. The purchase price for the Capped Call transactions was approximately US$40.2 million ($55.5 million). The capped call options are separate transactions and do not affect the accounting for the Convertible Notes and Derivative Liability.

The Capped Calls are accounted for as a derivative asset and are remeasured at fair value through profit and loss at each reporting date. At inception, the Capped Calls were valued at the premium paid; subsequently they are valued using Black-Scholes option-pricing model adjusted for credit risk. The key assumptions used in the valuation model at June 30, 2026, used in valuation of the conversion option are:

As at June 30, 2026

Average volatility

56.2%

Risk-free interest rate

4.2%

Credit Spread

0.5%

Expected life

5.0 years

Exercise price (US$)

3.68

Cap price (US$)

5.88

Share price (US$)

2.46

As at June 30, 2026, the fair value of the Capped Calls was US$32.1 million ($45.5 million), resulting in a fair value loss of US$8.1 million ($11.6 million) recorded in the consolidated statement of income (loss).

2025 Financing Facility

On July 21, 2025, the Company entered into a credit agreement with Appian ODV (Jersey) Ltd and other lenders, providing for a US$450 million senior secured credit facility (the “2025 Financing Facility”).

The 2025 Financing Facility is intended to fund pre-construction activities, development, construction, operation and working capital requirements of the Cariboo Gold Project and Barkerville. The facility is non-revolving and available in multiple advances: an initial draw of US$100 million ($137.2 million) was made on July 21, 2025. Up to four subsequent

15


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

draws of at least US$50 million each may be made within 36 months of the closing date, subject to the satisfaction of certain conditions precedent required by the lender, which had not been met as at June 30, 2026.

The facility matures on July 21, 2028, being three years from the closing date. However, if any subsequent advance is drawn, the maturity date is extended to July 21, 2033, being eight years from the closing date.

The obligations under the 2025 Financing Facility are guaranteed by the Company pursuant to a limited recourse guarantee and secured by a first-ranking security interest against all of the shares of Barkerville held by the Company. Additionally, the obligations are secured by a first- ranking security interest over all present and future assets and property of Barkerville. The facility includes customary financial and non-financial covenants, including minimum liquidity, tangible net worth, and project-specific coverage ratios. As at June 30, 2026, all such covenants were met.

Schedule of payments

The schedule for expected payments of the mining equipment financings and Financing Facility are as follows:

  ​ ​ ​

Less than 1 year

  ​ ​ ​

1-2 years

3-4 years

  ​ ​ ​

Over 5 years

$

$

$

$

Total payments – Convertible Notes

290,132

Total payments – 2025 Financing Facility

146,019

Total payments – Mining equipment financings and lease liabilities

8,945

10,607

1,102

117

8.

Environmental rehabilitation provision

  ​ ​ ​

2026

2025

  ​ ​ ​

($)

($)

Balance – Beginning of period

 

99,179

90,803

New obligations and revision of estimates

 

789

23,169

Accretion expense

 

1,704

3,547

Payment of environmental rehabilitation obligations

 

(671)

(667)

Transfer to liabilities associated with asset held for sale (i)

(18,818)

Currency translation adjustment

 

347

1,145

Balance – End of period

 

101,348

99,179

Current portion

 

3,984

6,970

Non-current portion

 

97,364

92,209

 

101,348

99,179

(i)On November 24, 2025, the Company entered into an agreement to sell the San Antonio Gold Project. Accordingly, all assets related to the San Antonio Gold Project were reclassified to assets classified as held for sale as at December 31, 2025. The sale closed on January 27, 2026. Additional information is provided in Note 13 – Assets Classified as Held for Sale and discontinued operations.

The environmental rehabilitation provision represents the legal and contractual obligations associated with the eventual closure of the Company’s mining interests, property, plant and equipment and exploration and evaluation assets. As at June 30, 2026, the estimated inflation-adjusted undiscounted cash flows required to settle the environmental rehabilitation amounts to $285.4 million (December 31, 2025 – $285.5 million). The weighted average actualization rate used is approximately 3.32% (December 31, 2025 – 3.36%) and the disbursements are expected to be made between 2025 and 2129 as per the current closure plans.

16


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

As of June 30, 2026, the Company maintains environmental bonding insurance of $79.0 million, including US$6.1 million ($8.6 million) denominated in U.S dollars.

9.

Share Capital and Warrants

Shares

February 2026 Bought Deal

On February 3, 2026, the Company completed a prospectus offering (the "Offering") of common shares of the Company. The Offering was completed on a "bought deal" basis, pursuant to an underwriting agreement dated January 27, 2026, among the Company and a syndicate of underwriters comprising National Bank Capital Markets, RBC Capital Markets and Cantor, as co-lead underwriters and co-bookrunners, and BMO Capital Markets (collectively, the "Underwriters"). Pursuant to the Offering, the Company issued an aggregate of 40,607,650 Common Shares at a price of US$3.54 per Common Share for aggregate gross proceeds of US$143.8 million ($196.3 million), including the exercise in full by the Underwriters of their over-allotment option.

In connection with the Offering, the Company incurred share issuance costs of approximately $10.3 million, including underwriters’ fees equal to 4.5% of gross proceeds. Issuance costs allocated to common shares were recorded as a deduction from share capital.

Warrants

Warrant liability

The warrants issued in connection with the 2022 non-brokered private placement, the 2024 non-brokered and brokered private placements, the 2025 non-brokered and brokered private placements and the 2026 Convertible Notes include embedded derivatives as they are exercisable in U.S. dollars and, therefore, fail the “fixed for fixed” requirements prescribed in IAS 32 Financial Instruments: presentation. As a result, they are classified as a liability and measured at fair value. The liability is revalued at its estimated fair value using the Black-Scholes option pricing model at the end of each reporting period, and the variation in the fair value is recognized on the consolidated statements of loss under Change in fair value of warrant liability. Upon exercise of the warrants, the Company will issue shares, and will not be required to pay any cash.

The movement of the warrants liability, classified as financial instruments at fair value through profit or loss, is as follows:

  ​ ​ ​

2026

  ​ ​ ​

2025

$

$

Fair value through profit or loss (warrants)

 

  ​

 

Balance – Beginning of period

225,000

67,852

Additions

2,309

75,769

Change in fair value

(119,903)

88,438

Fair value transferred to Share Capital on Exercise

(7,616)

(2,042)

Foreign exchange

7,504

(5,017)

Balance – End of period

107,294

225,000

17


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

In absence of quoted market prices, the fair value of the warrants exercisable in U.S. dollars is determined using the Black-Scholes option pricing model based on the following weighted average assumptions and inputs:

2026

2025

Dividend per share

0%

0%

Expected volatility(i)

63.4%

61.6%

Risk-free interest rate

3.9%

3.5%

Expected life

2.0 years

2.4 years

Exercise price (US$)

3.63

3.59

Share price (US$)

2.46

3.49

The warrant liability is exposed to changes in expected volatility and share price. Based on the warrant liability balance as at June 30, 2026, a 5% increase in expected volatility would increase the warrant liability and the related change in fair value by $5.3 million, while a decrease of 5% would decrease the warrant liability and related fair value by $1.1 million. A 5% increase in the Company's share price would increase the warrant liability and the related change in fair value by $11.3 million, while a decrease of 5% would decrease the warrant liability and the related change in fair value by $10.9 million. These sensitivities are calculated independently, and actual changes in fair value may differ if multiple assumptions change simultaneously.

The following table summarizes the Company’s movements for the warrants outstanding:

2026

2025

Weighted 

Weighted 

Number of 

average

Number of 

average 

  ​ ​ ​

Warrants

  ​ ​ ​

 exercise price

  ​ ​ ​

Warrants

  ​ ​ ​

exercise price

 

$

 

$

Balance – Beginning of period

  ​ ​ ​

132,376,167

  ​ ​ ​

5.71

78,068,475

  ​ ​ ​

7.17

Issued – 2025 Financing Facility

 

5,625,031

4.43

Issued – 2025 Non-brokered private placement

 

20,252,661

3.53

Issued – 2025 Brokered private placement

29,280,000

3.53

Issued – 2026 Broker warrants

1,279,536

5.08

Expired – 2023 Bought Deal

(7,841,850)

8.55

Exercised - 2024 Brokered private placement

(850,000)

4.14

Exercised - 2024 Non-Brokered private placement

(13,888)

4.17

Exercised - 2025 Financing Facility

(5,625,031)

4.43

Exercised - 2025 Brokered Private Placement

(3,469,483)

3.54

Balance – End of period

 

116,705,451

5.64

132,376,167

5.71

18


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

The outstanding warrants have the following classification, maturity dates and exercise terms:

Placement

Classification

Maturity

Number of Warrants

Exercise Price

2022 Brokered private placement

Equity

02-Mar-27

7,752,916

$

14.75

2022 Non-brokered private placement

Liability

27-May-27

11,363,933

US$

10.70

2024 Non-brokered private placement

Liability

01-Oct-29

19,149,522

US$

3.00

2024 Brokered private placement

Liability

01-Oct-29

31,096,366

US$

3.00

2025 Non-Brokered private placement (i)

Liability

15-Aug-27

20,252,661

US$

2.56

2025 Brokered private placement (i)

Liability

15-Aug-27

25,810,517

US$

2.56

2026 Broker Warrants

Liability

29-May-31

1,279,536

US$

3.68

(i)The maturity is subject to an acceleration clause. If, at any time after 15 months from the closing date, the closing price of the Common Shares on the TSX-V or NYSE exceeds the exercise price for 20 consecutive trading days, the Company may, within 10 days, notify holders to accelerate the expiry date to 30 days from the notice date.

10.

Share-based compensation

Share options

The omnibus incentive plan (the “Omnibus Plan”) provides for the issuance of stock options to acquire common shares to directors, officers, employees, consultants or investor relation service providers of the Company.

The following table summarizes information about the movement of the share options under the Company’s plan:

2026

2025

Weighted

Weighted

average

average

Number of 

exercise

Number of 

exercise

  ​ ​ ​

 options

  ​ ​ ​

 price

  ​ ​ ​

 options

  ​ ​ ​

 price

$

 

$

Outstanding – Beginning of period

 

5,406,594

4.16

 

5,229,369

5.53

Granted

 

984,400

4.51

 

1,514,300

2.51

Exercised

(41,299)

2.77

(18,733)

2.88

Forfeited

 

(45,634)

2.40

 

(845,600)

2.97

Expired

(129,364)

18.82

(472,742)

16.21

Outstanding – End of period

 

6,174,697

3.93

 

5,406,594

4.16

Exercisable – End of period

 

2,748,362

4.86

 

2,081,127

6.05

19


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

The following table summarizes the share options outstanding as at June 30, 2026:

  ​ ​ ​

  ​ ​ ​

Options outstanding

  ​ ​ ​

Options exercisable

Weighted

Weighted

average

average

Exercise

remaining contractual

remaining contractual

Grant date

  ​ ​ ​

price

  ​ ​ ​

Number

  ​ ​ ​

life (years)

Number

  ​ ​ ​

life (years)

 

$

 

  ​

August 16, 2021

 

16.89

31,199

 

0.13

31,199

0.13

November 12, 2021

 

16.20

11,331

 

0.37

11,331

0.37

June 30, 2022

 

6.49

452,800

 

0.97

452,800

0.97

November 18, 2022

 

6.28

61,500

 

1.39

61,500

1.39

April 3, 2023

6.59

891,467

1.71

891,467

1.71

April 3, 2024

2.88

117,666

2.76

70,200

2.76

July 4, 2024

2.72

2,224,300

3.01

741,434

3.01

April 2, 2025

2.20

126,134

3.76

37,598

3.76

May 13, 2025

2.57

1,273,900

3.77

450,833

3.58

April 1, 2026

4.51

984,400

4.75

 

3.93

6,174,697

 

3.08

2,748,362

2.3

The fair value of the share options is recognized as compensation expense over the vesting period. During the three and six months ended June 30, 2026, the total share-based compensation related to share options granted under the Company’s plan amounted to $0.8 million and $1.4 million, respectively ($0.8 million and 1.2 million, respectively for the three and six month ended June 30, 2025).

Deferred and restricted share units (“DSU” and “RSU”)

The following table summarizes the DSU and RSU movements:

2026

2025

  ​ ​ ​

DSU

  ​ ​ ​

RSU

  ​ ​ ​

DSU

  ​ ​ ​

RSU

Outstanding – Beginning of period

 

817,797

 

1,784,632

 

606,463

 

1,219,125

Granted

 

247,129

 

1,426,600

 

288,397

 

1,279,100

Settled

 

 

(168,509)

 

(77,063)

 

(385,685)

Forfeited

 

 

(36,123)

 

 

(327,908)

Outstanding– End of period

 

1,064,926

 

3,006,600

 

817,797

 

1,784,632

Vested – End of period

 

817,797

 

 

529,400

 

The total share-based compensation expense related to the Company’s DSU and RSU plans for the three and six months ended June 30, 2026 was $0.9 million and $1.5 million, respectively ($0.7 million and $0.7 million respectively for the three and six months ended June 30, 2025).

20


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

11.

Fair value of financial instruments

Fair value measurement is determined using a three-level fair value hierarchy. Refer to Note 30 of the Company’s audited consolidated financial statements for the year ended December 31, 2025, which contain a description of these three levels.

The following table provides information about financial assets and liabilities measured at fair value in the consolidated statements of financial position and categorized by level according to the significance of the inputs used in making the measurements.

2026

  ​ ​ ​

Level 1

  ​ ​ ​

Level 2

  ​ ​ ​

Level 3

Total

  ​ ​ ​

$

$

$

$

Recurring measurements

  ​

 

  ​

 

  ​

 

  ​

Financial assets and liabilities at fair value through profit or loss

  ​

 

  ​

 

  ​

 

  ​

Derivative liability - Convertible Notes

 

 

85,447

 

85,447

Warrant liability

107,294

107,294

Derivative asset - Capped call

45,546

45,546

Mining exploration and development companies

 

 

735

 

735

Financial assets at fair value through other comprehensive loss

  ​

 

  ​

 

  ​

 

  ​

Equity securities

  ​

 

  ​

 

  ​

 

  ​

Mining exploration and development companies

30,753

 

 

30,753

30,753

 

 

239,022

 

269,775

2025

  ​ ​ ​

Level 1

  ​ ​ ​

Level 2

  ​ ​ ​

Level 3

Total

  ​ ​ ​

$

$

$

$

Recurring measurements

  ​

 

  ​

 

  ​

 

  ​

Financial assets and liabilities at fair value through profit or loss

  ​

 

  ​

 

  ​

 

  ​

Warrant liability

225,000

225,000

Mining exploration and development companies

 

 

1,460

 

1,460

Financial assets at fair value through other comprehensive loss

  ​

 

  ​

 

  ​

 

  ​

Equity securities

  ​

 

  ​

 

  ​

 

  ​

Mining exploration and development companies

14,036

 

 

 

14,036

14,036

 

 

1,460

 

240,496

During the six months ended June 30, 2026 and 2025 there were no transfers among Level 1, Level 2 and Level 3.

21


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

12.

Segmented information

The operating segments are reported in a manner consistent with the internal reporting provided to the Chief Executive Officer (“CEO”) who fulfills the role of the chief decision-maker. The CEO is responsible for allocating resources and assessing performance of the Company’s operating segments. The chief decision-maker organizes and manages the business under geographic segments, being the acquisition, exploration and development of mineral properties. The assets related to the exploration, evaluation and development of mining projects are located in Canada and the USA:

2026

  ​ ​ ​

Canada

USA

  ​ ​ ​

Total

  ​ ​ ​

$

  ​ ​ ​

$

  ​ ​ ​

$

Other assets (non-current)

31,090

2,260

33,350

Mining interests and property, plant and equipment

747,684

53,339

801,023

Exploration and evaluation

29,027

87,010

116,037

Total non-current assets (excluding investments)

807,801

142,609

950,410

2025

  ​ ​ ​

Canada

  ​ ​ ​

USA

  ​ ​ ​

Total

  ​ ​ ​

$

  ​ ​ ​

$

  ​ ​ ​

$

Other assets (non-current)

15,791

2,123

17,914

Mining interests and property, plant and equipment

588,776

55,550

644,326

Exploration and evaluation

6,091

83,544

89,635

Total non-current assets (excluding investments)

610,658

141,217

751,875

22


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

  ​ ​ ​

Canada

  ​ ​ ​

USA

  ​ ​ ​

Total

$

$

$

For the three months ended June 30, 2026

Revenues

32,726

32,726

Cost of Sales

(12,029)

(12,029)

Other operating costs

(2,710)

(2,710)

General and administrative expenses

(9,238)

(663)

(9,901)

Operating (loss) income

(11,948)

 

20,034

 

8,086

For the three months ended June 30, 2025

Revenues

6,859

6,859

Cost of Sales

(4,075)

(4,075)

Other operating costs

(10,296)

(1,430)

(11,726)

General and administrative expenses

(6,933)

(446)

(7,379)

Operating (loss) income

(17,229)

 

908

 

(16,321)

For the six months ended June 30, 2026

  ​

 

  ​

 

  ​

Revenues

34,940

 

34,940

Cost of sales

(12,700)

 

(12,700)

Other operating costs

(3,386)

 

(3,386)

General and administrative

(19,452)

(484)

 

(19,936)

Impairment of assets

(493)

 

(493)

Operating (loss) income from continuing activities

(23,331)

 

21,756

 

(1,575)

For the six months ended June 30, 2025

Revenues

6,859

6,859

Cost of sales

(4,075)

(4,075)

Other operating costs

(17,350)

(3,139)

(20,489)

General and administrative

(12,195)

(1,467)

(13,662)

Impairment of assets

(25,793)

(25,793)

Operating loss from continuing activities

(55,338)

(1,822)

(57,160)

13.

Commitments

The Company has the following commitments as of June 30, 2026:

  ​ ​ ​

Total(i)

  ​ ​ ​

Less than 1 year

1 2 years

  ​ ​ ​

3-4 years

  ​ ​ ​

Purchase obligations

 

3,774

 

3,774

 

 

Capital commitments

 

204,612

 

145,064

46,443

 

13,105

 

Total

 

208,386

 

148,838

46,443

 

13,105

 


(i)The timing of certain capital payments is estimated based on the forecasted timeline of the projects. Certain commitments can be canceled at the discretion of the Company with little or no financial impact.

The balance on flow-through financings not spent according to the restrictions imposed by the 2025 October Private Placement represents $22.0 million as at June 30, 2026, and is included in cash and cash equivalents.

23


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

14. Asset held for sale and discontinued operations

On November 24, 2025, the Company entered into an agreement to sell its 100% interest in the San Antonio Gold Project, located in Sonora, Mexico to Axo Copper Corp. (“Axo”). Pursuant to the Purchase Agreement, Axo acquired Sapuchi, which holds a 100% interest in the mineral concessions comprising San Antonio (the “disposal group”).

The disposal group was classified as assets held for sale and discontinued operations in the fourth quarter of 2025. Upon closing of the transaction on January 27, 2026, the Company received 15,325,841 common shares of Axo. Subsequent to closing, the Company received an additional 2,363,516 Axo common shares pursuant to an antidilution provision triggered by a qualifying financing.

In addition, the Company is entitled to certain contingent deferred consideration, including (i) a cash payment equal to 70% of any Mexican VAT refund relating to periods ending on or before closing, (ii) US$2 million payable in cash or Axo common shares upon Axo’s filing of a NI 43101 compliant feasibility study, and (iii) US$2 million payable in cash upon the first gold pour at the project. As a result of the closing, the assets and liabilities of the disposal group were derecognized from the Company’s consolidated statement of financial position.

The fair value of the consideration received at disposal was estimated at approximately $15.6 million. This amount comprises $11.8 million attributable to the Axo common shares received at closing, measured based on Axo’s market price on the closing date; $2.2 million related to the additional Axo shares issued pursuant to the qualifying financing antidilution provision; and $1.6 million representing the Company’s estimated recoverable portion of Mexican VAT receivable associated with periods up to the closing date.

As a result of the closing, the assets and liabilities of the disposal group were derecognized from the Company’s consolidated statement of financial position.

The San Antonio Gold Project has been classified as a discontinued operation as it represents a separate geographical area of operations for the Company, located in Mexico, and its activities can be clearly distinguished operationally and for financial reporting purposes from the Company’s other operations.

Net income from discontinued operations includes (i) a loss of approximately $0.5 million generated by Sapuchi’s operating results up to the date of disposal, (ii) a gain on disposal of approximately $37.3 million, representing the difference between the fair value of consideration received and the carrying value of Sapuchi’s net assets at the disposal date, and (iii) a loss of approximately $8.7 million resulting from the reclassification of the cumulative translation adjustment from other comprehensive income to profit or loss upon disposal.

Assets and Liabilities of the San Antonio disposal group (as of January 27, 2026):

  ​ ​ ​

2026

 

$

Current assets

4,224

Non-current assets

35,221

Total assets held for sale

39,445

Current liabilities

5,693

Non-current liabilities

55,433

Total liabilities associated with assets held for sale

61,126

24


Osisko Gold Group Inc. (formerly Osisko Development Corp.)

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except number of shares and per share amounts)

As a result of the closing of the transaction, all assets and liabilities of Sapuchi were derecognized, and no assets or liabilities related to Sapuchi are included in the Company’s consolidated statement of financial position as of June 30, 2026.

25