Mr. Robert Klenk reports

JAZZ ANNOUNCES PRIVATE PLACEMENT OF UNITS TO RAISE UP TO $1,000,000 AND GRANT OF STOCK OPTIONS

Jazz Resources Inc. intends to undertake a non-brokered private placement offering of up to 1.25 million units at a price of 80 cents per unit, to raise aggregate gross proceeds of up to $1-million. Each unit will comprise one common share and one common share purchase warrant. Each warrant will entitle the holder to acquire one additional common share of the company at an exercise price of $1.20 per warrant share for a period of 12 months after the closing of the offering.

The company may pay a finder's fee to certain registered brokerage firms, which fees would comprise a cash payment equal to 6 per cent of the subscription funds received by the company from subscribers introduced by such brokers and the issuance of non-transferable compensation warrants equal to 6 per cent of the number of units purchased by subscribers introduced by such brokers. Any compensation warrants will be issued on substantially the same terms and conditions as the warrants. The units, shares, warrants, compensation warrants, warrant shares and any shares issued upon the exercise of the compensation warrants will be subject to a hold period of four months and one day from the closing date of the offering.

The company will use the net proceeds from the offering to advance the development on the Vila Nova gold project located in the state of Amapa, Brazil, and for general working capital purposes. Closing of the offering is expected to occur in late May, 2022, and is subject to the company receiving all necessary approvals, including acceptance by the TSX Venture Exchange.

The company also announces that it has granted an aggregate of 875,000 incentive stock options to officers, directors and consultants of the company pursuant to the company's stock option plan. Each option permits the optionee to acquire one common share in the capital of the company at any time at a price of 80 cents per share for a period of five years from the date of grant. The options are subject to a hold period of four months and one day from the date of grant. The options are also subject to acceptance by the TSX Venture Exchange.

We seek Safe Harbor.