Mr. Karl Hanneman reports

INTERNATIONAL TOWER HILL MINES CLOSES UPSIZED US$115 MILLION EQUITY FINANCING, INCLUDING FULL EXERCISE OF UNDERWRITERS' OPTION

International Tower Hill Mines Ltd. has closed its previously announced upsized public offering of 33,672,000 common shares, no par value, of the company, including 4,392,000 common shares issued pursuant to the full exercise by the underwriters (as defined below) of their option to purchase additional common shares. The offering was priced at a price to the public of $2.22 (U.S.) per common share, resulting in gross proceeds of $74.8-million (U.S.) to the company, before deducting underwriting discounts and estimated offering expenses. Concurrent with the closing of the offering, the company closed its $40-million (U.S.) private placement of 18,018,018 common shares to Paulson & Co. Inc. at the public offering price of the offering, resulting in total gross proceeds from the offering and the concurrent private placement to the company of $114.8-million (U.S.).

The company expects to use the net proceeds of the offering and the concurrent private placement to finance the exploration and development of the Livengood gold project, including drilling, metallurgical studies, feasibility studies, technical studies, baseline environmental studies, detailed engineering in support of permitting, permitting, legal support, community engagement, mineral lease and land payments, acquisitions, and general corporate purposes.

BMO Capital Markets acted as lead bookrunning manager, and National Bank of Canada Capital Markets, RBC Capital Markets, Cantor and Bank of Nova Scotia acted as bookrunning managers for the offering.

The offering to the public in the United States was made pursuant to the company's effective shelf registration statement on Form S-3, including a base prospectus, previously filed with the U.S. Securities and Exchange Commission (SEC). The offering in the United States was made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. You may obtain these documents for free by visiting EDGAR. Alternatively, copies of the prospectus supplement and the base prospectus may be obtained from BMO Capital Markets, attention: equity syndicate department, 151 W 42nd St. (32nd floor), New York, N.Y., 10036. The offering was also conducted in Canada and in offshore jurisdictions on a private placement basis in accordance with applicable securities laws. The company relied on the exemption in Section 602.1 of the TSX company manual in respect of the offering and the concurrent private placement, which provides that the TSX will not apply its standards to certain transactions involving eligible interlisted issuers listed on a recognized exchange, including NYSE American.

On Jan. 27, 2026, after the closing of the offering, Paulson subscribed to purchase an additional 1,501,982 common shares at a price per common share of $2.22 (U.S.), for additional proceeds of $3.3-million to the company, representing a proportional increase to Paulson's investment to account for the upsize in the offering and exercise of the corresponding underwriters' option. The consummation of the subsequent private placement is subject to customary closing conditions, including applicable stock exchange approvals. The sale of the additional Paulson shares will not be registered under the Securities Act of 1933, as amended. The proceeds of the subsequent private placement will be used for the same purpose as the proceeds of the offering and the concurrent private placement. The company intends to rely on the exemption in Section 602.1 of the TSX company manual in respect of the subsequent private placement, which provides that the TSX will not apply its standards to certain transactions involving eligible interlisted issuers listed on a recognized exchange, including NYSE American.

As Paulson and certain of the institutional shareholders who participated in the offering are related parties of the company within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, the issuances of common shares to such investors were related party transactions within the meaning of MI 61-101. The company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 on the basis that the fair market value of the common shares issued to such persons does not exceed 25 per cent of the company's current market capitalization. The company has not filed a material change report more than 21 days before the expected closing of the private placement and offering as the details of the private placement and offering were only finalized shortly before the closing of the private placement and the offering.

About International Tower Hill Mines Ltd.

International Tower Hill has a 100-per-cent interest in its Livengood gold project, located along the paved Elliott Highway, 70 miles north of Fairbanks, Alaska.

We seek Safe Harbor.