Mr. Greg Ferron reports

PTX METALS ANNOUNCES CLOSING OF THE FIRST TRANCHE OF THE OVER-SUBSCRIBED PRIVATE PLACEMENT

PTX Metals Inc. has closed the first tranche of its previously arranged non-brokered private placement of units and flow-through common shares in the capital of the company, which has been oversubscribed, raising gross proceeds of $3,021,770. In addition, a final closing of the private placement is expected to occur on or about Dec. 18, 2024.

Pursuant to the closing of the first tranche, the company issued 16,603,715 FT shares at a price of 14 cents per FT share for aggregate gross proceeds of $2,324,520. Each FT share will qualify as a flow-through share, as defined in Subsection 66(15) of the Income Tax Act (Canada).

Also pursuant to the closing of the first tranche, the company issued 5,578,000 units at a price of 12.5 cents per unit for aggregate gross proceeds of $697,250. Each unit consists of one common share in the capital of the company and one-half common share purchase warrant. Each warrant is exercisable at a price of 18 cents for a period of 24 months from the date of issuance.

In connection with the closing of the first tranche, the company: (i) paid finders an aggregate of $126,506 in cash fees; and (ii) issued to finders 591,000 finders' warrants. Each finder's warrant entitles the holder to purchase one common share of the company at a price of 14 cents for a period of 24 months from the date of issuance.

Insiders of the company purchased or acquired direction and control over a total of 1,857,142 FT shares and 250,000 units under the private placement. The issuance to the participating insiders constitutes a related party transaction, within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the private placement, as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involved the related party, exceeded 25 per cent of the company's market capitalization (as determined under MI 61-101). A material change report will be filed in connection with the private placement fewer than 21 days in advance of closing of the first tranche, as the nature of the related party transaction is relatively immaterial and was not necessary to complete the offering and can generally be considered reasonable in the circumstances.

All securities issued in connection with this private placement will be subject to a four-month-plus-one-day hold period from the date of issuance, in accordance with applicable securities laws.

About PTX Metals Inc.

PTX is a mineral exploration company focused on high-quality critical-minerals projects, including two flagship projects situated in Northern Ontario, renowned as a world-class mining jurisdiction for its abundance of mineral resources and investment opportunities. The company's corporate objective is to advance the exploration programs toward proving the potential of each asset, including the W2 copper-nickel-gold-platinum-group-element project and the South Timmins joint venture gold project.

PTX's portfolio of assets offers investors exposure to some of the world's most valuable metals, including gold, as well as essential critical minerals for the clean-energy transition: copper, nickel, platinum group elements, uranium and rare metals. PTX's assets were strategically acquired for their geologically favourable attributes and proximity to established mining companies. PTX's mineral exploration programs are designed by a team of expert geologists with extensive career knowledge gained from their tenure working for global mining companies in Northern Ontario and around the world.

PTX is based in Toronto, Ont., Canada.

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