An anonymous director reports

STAR DIAMOND CLOSES SECOND AND FINAL TRANCHE OF PRIVATE PLACEMENT

Star Diamond Corp. has closed the second and final tranche of the previously announced non-brokered private placement for gross proceeds of $785,901. The total proceeds raised in the offering was $1,110,041.

Pursuant to the closing of the second tranche of the offering, the company issued: (i) 8,548,905 units of the company at a price of nine cents per unit for gross proceeds of $769,401, with each unit consisting of one common share of the company (which is not a flow-through (FT) share) and one share purchase warrant; and (ii) 150,000 flow-through units at price of 11 cents per FT unit for gross proceeds $16,500, with each FT unit consisting of one common share of the company and one warrant, each of which will qualify as a flow-through share for the purposes of the Income Tax Act (Canada). Each warrant will entitle the holder thereof to acquire one additional common share of the company (which shall not be a flow-through share) at an exercise price of 14 cents for a period of 36 months from the date of issuance.

The gross proceeds raised from the sale of the FT units will be used for exploration activities in Saskatchewan on the company's Fort a la Corne property, including the Star-Orion South diamond project. These expenditures will qualify as Canadian exploration expenses (within the meaning of the Income Tax Act (Canada). The net proceeds raised from the sale of the units will be used for exploration activities as well as for general working capital purposes.

The offering is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the final approval of the Toronto Stock Exchange. All securities issued and issuable pursuant to the second tranche of the offering are subject to a hold period expiring May 27, 2024.

Related party transaction

In connection with the offering, Ewan Mason (chief executive officer of the company), Larry Phillips (director) and Lisa Riley (director) have purchased a total of 500,000 units and 150,000 FT units. The insiders' participation in the offering constitutes a related party transaction pursuant to Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company is relying on an exemption from the formal valuation and minority shareholder requirements of MI 61-101 on the basis that the fair market value of the insiders' participation in the offering does not exceed 25 per cent of the market capitalization of the company, as determined in accordance with MI 61-101.

In connection with the offering, the company paid cash finders' fees of $4,536 and issued 20,100 finders' warrants, each of which entitles the holder thereof to purchase one common share at a price of nine cents per share at any time prior to Jan. 26, 2027.

About Star Diamond Corp.

Star Diamond is a Canadian-based corporation engaged in the acquisition, exploration and development of mineral properties. Shares of Star Diamond trade on the TSX under the trading symbol DIAM. Star Diamond's most significant asset is its interest in the Fort a la Corne property in central Saskatchewan. These kimberlites are located in close proximity to established infrastructure, including paved highways and the electrical power grid, which provide significant advantages for future mine development.

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