Mr. Peter Hemstead reports

BLUESTONE ANNOUNCES EXTENSION OF CREDIT FACILITY AND CHANGES TO THE BOARD OF DIRECTORS

Bluestone Resources Inc. has extended the term of the previously announced $30-million (U.S.) loan with Zebra Holdings and Investments Sarl and Lorito Holdings Sarl to a maturity date of March 11, 2025, and has made changes to its board of directors, effective Dec. 31, 2023.

Debt facility

The loan will provide for the draw down of funds by the company in tranches of not less than $1-million (U.S.). Proceeds will be primarily used for general corporate purposes and to advance the Cerro Blanco gold project through permit amendment approval.

Peter Hemstead, president and chief executive officer, commented: "We are pleased to have the ongoing support from the Lundin family. The loan extension equips Bluestone with access to funds to continue to progress the permit amendment, and to continue to explore and evaluate a variety of potential strategic alternatives to further advance the Cerro Blanco gold project. Currently, $12-million (U.S.) of the $30-million (U.S.) facility is drawn."

In consideration for the loan, the company will issue 4,000 common shares per month (pro rated for partial months) for each $1-million (U.S.) of the principal amount outstanding under the loan, from time to time, up to March 11, 2025, the number of such common shares to be calculated as of the last day of each month up to the maturity date. The issuance of the additional shares to the lender is subject to the final approval of the TSX Venture Exchange. All additional shares issued to the lender will be subject to a four-month hold period under applicable securities law.

As the lender and its affiliates have beneficial ownership of, or control or direction over, directly or indirectly, more than 10 per cent of the common shares of the company, the issuance of the additional shares will be a related-party transaction under Multilateral Instrument 61-101 -- Protection of Minority Security holders in Special Transactions. The issuance of the additional shares will be exempt from the formal valuation requirements of MI 61-101, pursuant to Section 5.5(b), as the company's shares are not listed on a specified market, and from the minority approval requirements of MI 61-101, pursuant to Section 5.7(1)(a), as neither the fair market value of the additional shares to be issued nor the consideration to be received for those shares exceeds 25 per cent of the company's market capitalization, and Section 5.7(1)(f), as the loan does not have an equity or voting component and is on reasonable commercial terms that are not less advantageous to the company than if the loan were obtained from an arm's-length party.

Board of directors

William Lamb, Jack Lundin and Zara Boldt have resigned from the company's board of directors effective as of Dec. 31, 2023. Jill Donaldson and Joyce Ngo have been appointed to the board, and Peter Hemstead, current president, chief executive officer and director, has been appointed chair effective Dec. 31, 2023. Additionally, Adam Lundin will act as a strategic adviser to the company.

Mr. Hemstead, president, CEO and incoming chair of the board, remarked: "Both William and Jack have recently assumed chief executive officer roles at other Lundin Group companies. With this in mind, we have taken the opportunity to renew the board. I would like to extend a warm welcome to Jill Donaldson and Joyce Ngo as new members, both of whom will bring exceptional experience to Bluestone. Additionally, Adam Lundin will provide advisory support to the company, and I look forward to the ongoing guidance and support from the Lundin family. We extend our thanks to all resigning directors for their substantial contributions throughout the years and wish them success in their future endeavours."

Ms. Donaldson will be the lead independent director of the board.

Ms. Donaldson is a director of Fireweed Metals Corp., and chair of the corporate governance committee, and the health, safety and sustainability committee. Ms. Donaldson is also a director of Prospera Credit Union and chair of the business transformation committee. As an independent director, Ms. Donaldson brings significant governance and transactional experience, as well as risk management experience, a strategic mindset and financial acumen. Ms. Donaldson is also a principal at IWJ Law, Business + Investment Counsel. As a senior corporate and securities lawyer for over 20 years, Ms. Donaldson has extensive experience working with boards in mergers and acquisitions, capital markets, strategic planning and implementation, governance and stakeholder relations, and compliance and risk management. Ms. Donaldson obtained her JD and a bachelor of commerce from the University of British Columbia Law. In 2019, Ms. Donaldson obtained her Institute of Corporate Directors director designation and, in 2023, obtained the ESG (environmental, social and governance) designation for directors from competent boards. Ms. Donaldson is also active in the community as a director of Canuck Place Children's Hospice and an external member of the facilities committee of the board of York House School.

Ms. Ngo will chair the audit committee.

Ms. Ngo is a chartered professional accountant who has 20 years of professional experience in both public practice and in public companies. Most recently, she served as chief financial officer of Josemaria Resources Inc. from 2016 to 2019. Before that, Ms. Ngo held senior executive accounting positions with NGEx Resources Inc., and was instrumental in the spinouts of both Filo Mining and Josemaria Resources Inc. from NGEx Resources into separate public companies. Ms. Ngo spent five years in public accounting with KPMG LLP, and is a graduate of Simon Fraser University with a bachelor of business administration, majoring in accounting and finance with a minor in economics. Ms. Ngo also currently serves as a director of Filo Corp.

Stock option grant

The company announces that it is granting, as of Dec. 21, 2023, pursuant to its stock option plan, an aggregate of 400,000 stock options to Ms. Donaldson and Ms. Ngo in connection with their appointment, exercisable at 20 cents per share for a five-year term.

About Bluestone Resources Inc.

Bluestone Resources is a Canadian-based precious metals exploration and development company focused on opportunities in Guatemala. The company's flagship asset is the Cerro Blanco gold project, a near-surface mine development project located in southern Guatemala in the department of Jutiapa. The company released the results of a feasibility study for the project, outlining an asset capable of producing over 300,000 ounces per year at head grades of 2.0-plus grams per tonne (g/t) gold. The project will produce 2.6 million ounces of gold over the life of mine at an all-in sustaining cost of $629 per oz (as defined per World Gold Council guidelines, less corporate general and administration costs) over an initial 14-year mine life. The company trades under the symbol BSR on the TSX Venture Exchange and BBSRF on the OTCQB.

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