Mr. Pascal Hamelin reports

ABCOURT ANNOUNCES FINANCINGS TO FUND SLEEPING GIANT MINE RESTART

Abcourt Mines Inc. has secured debt financing of $8-million (U.S.) to finance the restart of its Sleeping Giant mine and mill.

A non-binding term sheet entered into between Abcourt and Nebari Natural Resources Credit Fund II LP on April 9, 2025, provides for an $8-million (U.S.) (approximately $11-million) secured financing facility bearing interest at the SOFR (secured overnight financing rate) plus 12 per cent, with a term of 36 months. The financing facility is contingent upon the completion of a $6-million (U.S.) (approximately $8.5-million) financing, which may involve equity and/or subordinated debt, as well as a standard due diligence review and the execution of definitive agreements.

"This financing facility alongside the equity financing will provides the capital anticipated to restart the Sleeping Giant mine and mill according to our detailed internal mine plan," said Pascal Hamelin, president and chief executive officer. "Upon closing these financings, along with existing cash on hand, we anticipate the company will be well positioned to restart and ramp up of the mine and mill, including working capital and corporate requirements.

"We worked closely with our partners to complete the required financing that addresses the balance of the capital required for Sleeping Giant, as currently estimated in our detailed internal mine plan, and preserves strong upside from the Sleeping Giant mine for Abcourt shareholders."

Upsized equity financing

The corporation is also pleased to announce that it has increased the size of its previously announced non-brokered private placement consisting of the sale of any combination of :

• Up to 170 million units of the corporation at a price of five cents per unit;
• Up to 141,666,667 common shares of the corporation that qualify as flow-through shares within the meaning of Subsection 66(15) of the Income Tax Act (Canada) and Section 359.1 of the Taxation Act (Quebec) at a price of six cents per flow-through share for gross proceeds of up to $8.5-million, of which an amount of $1,668,040 has been raised to date (see Abcourt's news release dated April 3, 2025).

Each unit will consist of one common share of the corporation and one common share purchase warrant. Each warrant will entitle the holder to purchase one common share at a price of eight cents for a period of 36 months following the closing date of the private placement.

In the event that, during the period ranging between 12 months and 36 months following the closing date, the volume-weighted average trading price of the common shares exceeds 12 cents per common share for any period of 20 consecutive trading days, the corporation may, at its option, following such 20-day period, accelerate the expiry date of the warrants by delivery of notice to the registered holders thereof and issuing a press release; and, in such case, the expiry date of the warrants shall be deemed to be 5 p.m. Montreal time on the 30th day following the later of: (i) the date on which the acceleration notice is sent to warrantholders; and (ii) the date of issuance of the warrant acceleration press release.

All securities issued in connection with the private placement will be subject to a restricted period ending on the date that is four months plus one day following the date of their issuance.

The corporation intends to use the net proceeds from these financing facility and private placement to restart the Sleeping Giant mine and mill, as well as for the repayment of outstanding account payables, working capital and general corporate purposes.

The private placement and financing facility are expected to close on or about May 30, 2025, and remain subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.

About Abcourt Mines Inc.

Abcourt Mines is a Canadian exploration company with properties strategically located in northwestern Quebec, Canada. Abcourt owns the Sleeping Giant mine and mill as well as the Flordin property, where it focuses its development activities.

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