Mr. Gordon Tainton reports

AZARGA METALS CLOSES NON-BROKERED PRIVATE PLACEMENT

On March 27, 2026, Azarga Metals Corp. closed its non-brokered private placement, as previously announced on Feb. 17, 2026, for gross proceeds of $500,559.75 through the issuance of 3,707,850 units.

The private placement consisted of units of the company at a price of 13.5 cents per unit. Each unit consists of one common share of the company and one-half of one share purchase warrant. Each warrant entitles the holder to purchase one common share of the company at a price of 20 cents per warrant share for a period of two years from closing of the private placement. The private placement was oversubscribed by $559.75, or 4,147 units.

The net proceeds of the private placement will be used to prepare an exploration program for the 2026 field season on the company's 100-per-cent-owned high-grade copper-rich VMS (volcanogenic massive sulphide) Marg project, located within the Keno Hill silver district of Yukon, and general working capital purposes.

In connection with the private placement, the company paid cash finder's fees of $7,862.40 and issued 58,240 shares at 13.5 cents per share and 116,480 non-transferable finder warrants to certain arm's-length finders. Each non-transferable finder warrant is exercisable to acquire one share of the company at a price of 13.5 cents per share for a period of two years from the date of closing the private placement.

The securities issued in connection with the private placement will be subject to a four-month-and-one-day hold period under applicable securities laws. The private placement is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the TSX Venture Exchange.

Insider participation

Junbord International Ltd. and Superb Standard Ltd., current shareholder-approved control persons of the company, participated in the private placement, with Junbord subscribing for 925,925 units and Superb subscribing for 925,925 units; this constitutes a related party transaction pursuant to Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. There has not been a material change in the percentage of the outstanding securities of the company that are individually or beneficially owned by Junbord or Superb as a result of its participation in the private placement. The company is exempt from the requirements to obtain a formal valuation and minority shareholder approval in connection with the participation of the insiders in the private placement in reliance of the exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as the fair market value of the insider participation does not exceed 25 per cent of the company's market capitalization as determined in accordance with MI 61-101.

Marketing engagement

Azarga also announces the engagement of Triomphe Holdings Ltd., doing business as Capital Analytica, an arm's-length service provider, to provide certain marketing and social media services to the company, in accordance with the policies of the TSX-V and applicable securities laws. Based in Nanaimo, B.C., Capital Analytica specializes in marketing, social media and public awareness within the mining and metals sector. Capital Analytica will provide social media services, capital market consultation and social engagement reporting for an initial six-month term for a fee of $150,000 payable in two tranches, with the first tranche being payable upon execution of the agreement and the second tranche payable on June 27, 2026, with an option to renew the agreement for an additional six months at a rate of $75,000 unless terminated earlier in accordance with the terms of the agreement. The company has granted Capital Analytica incentive stock options to purchase 300,000 common shares at an exercise price of 15 cents per share for a period of five years. The stock options will be subject to standard IR (investor relations) vesting provisions. The agreement with Capital Analytica remains subject to the approval of the TSX-V. Capital Analytica and its principal are arm's-length to the company and do not currently hold any securities in the company.

We seek Safe Harbor.