Mr. R. Dale Ginn reports

BADLANDS ANNOUNCES $2,000,000 NON-BROKERED PRIVATE PLACEMENT AND DEBT SETTLEMENT

Badlands Resources Inc. intends to complete a non-brokered private placement of up to 7,407,408 units of the company at an issue price of 27 cents per unit for total gross proceeds of up to $2-million. Each unit will consist of one common share of the company and one non-transferable share purchase warrant, with each warrant exercisable to acquire one additional share at a price of 45 cens for a period of two years from the date of issue, provided that, after the expiry of all regulatory hold periods on the warrants, if the closing price of the shares on the TSX Venture Exchange exceeds 65 cents for five consecutive trading days at any time, then the company shall have the right, but not the obligation, to accelerate the expiry date of the warrants to 4:30 p.m. Vancouver time on the date that is 30 calendar days after the company provides notice to the holders of the warrants of such acceleration. The placement will replace the private placement previously referenced in the company's news release dated May 28, 2026.

All securities issued under the placement will be subject to a hold period expiring four months and one day from the date of issue.

Finders' fees may be payable on all or a portion of the placement in accordance with the policies of the TSX-V.

The company intends to use the net proceeds of the placement to extinguish debt, for new property acquisitions, including the Goliath property located in the district of Kenora in Northwestern Ontario, and for general working capital.

Completion of the placement is subject to, among other things, the approval of the TSX-V. The company anticipates closing of the placement (in one or more tranches) as soon as practicable, subject to receipt of all necessary regulatory approvals.

The company also announces that it has agreed, subject to the acceptance of the TSX-V, to settle $500,000 worth of debt owing to non-arm's-length and arm's-length parties, through the issuance of 1,851,846 shares at a deemed price of 27 cents per share. The debt settlement shares issued will be subject to a hold period expiring four months and one day from the date of issue. Through the debt settlement, non-arm's-length parties will receive an aggregate of 1,111,108 debt settlement shares in settlement of $300,000 of debt owing by the company. The issuance of debt settlement shares to the related party creditors will constitute a related party transaction for the company, as such term is defined in Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, and the company will rely on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 respectively contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of the debt settlement shares to be issued to the related party creditors nor the consideration for such shares will exceed 25 per cent of the company's market capitalization. The company did not file a material change report more than 21 days before the expected closing of the debt settlement as the details of the participation of the related party creditors were not settled until shortly prior to this announcement and the company wishes to close the debt settlement as soon as practicable for sound business reasons.

We seek Safe Harbor.