Emperor Announces Private Placement and Strategic Investor

Mar 12, 2025

Edmonton, Alberta–(Newsfile Corp. – March 12, 2025) – Emperor Metals Inc. (“Emperor“) (CSE: AUOZ) (OTCQB: EMAUF) (FSE: 9NH) proposes to complete a non-brokered private placement financing of up to 10,000,000 units (“Units“) at a price of $0.15 per Unit for gross proceeds of up to $1,500,000 (the “Offering“). Each Unit will consist of one (1) common share (a “Share“) and one-half (1/2) of a common share purchase warrant (a “Warrant“). Each whole Warrant will entitle the holder to purchase one (1) additional Share of Emperor at an exercise price of $0.35 for a period of two years from the date or dates of closing of the Offering (a “Closing Date“), provided that if the closing market price for Emperor’s common shares is equal to or greater than $0.50 per share for a period of ten (10) consecutive trading days at any point in time after the first 4 months of the Term, then Emperor may deliver a notice (the “Notice“) via widely disseminated press release, that the Warrants must be exercised within thirty (30) days from the date of delivery of such Notice, otherwise the Warrants will expire at 4:30 p.m. (MT) on the thirty-first (31^st) day after the date of delivery of the Notice. The gross proceeds from the sale of the Units will be utilized to fund exploration and development of Emperor’s projects, and for general working capital.

Emperor may pay finder’s fees to arm’s length finders (each a “Finder“) in connection with this placement, which are expected to be up to 6.0% of the gross proceeds raised by such Finder, in cash, and non-transferable share purchase warrants, on the same as the Warrants, to acquire common shares of Emperor of up to 6.0% of the number of Units sold to a purchaser or purchasers introduced by the Finder(s). The Offering is subject to the approval of the Canadian Securities Exchange (“CSE“) and any finder’s fees payable will be issued in accordance with the policies of the CSE and applicable securities laws. All securities issued will be subject to a four-month and one day hold period.

Evanachan Limited (“EL“), a private company controlled by Robert McEwen, will acquire 5,000,000 Units under the Offering, representing 50% of the total Offering. The Units are being acquired by EL for long-term investment purposes. EL may acquire additional securities of Emperor, including on the open market or through private acquisitions, or sell securities of Emperor in accordance with applicable securities laws, including on the open market or through private dispositions in the future depending on market conditions, reformulation of plans, and/or other factors that EL considers relevant from time to time.

“I am pleased with the progress Emperor Metals has made on the Duquesne West Gold Project and the recent acquisition of the Lac Pelletier project. The company’s innovative use of AI and machine learning for project evaluation and resource modeling is truly unique, and I am excited to see how these advancements will drive future growth.” – Rob McEwen.

About Emperor Metals Inc.

Emperor Metals Inc. is a high-grade gold exploration and development junior mining company focused on Quebec’s Southern Abitibi Greenstone Belt and leveraging AI-driven exploration techniques. Emperor is dedicated to unlocking the substantial resource potential of the Duquesne West Gold Project and the Lac Pelletier Project (currently under purchase agreement) both situated in this Tier 1 mining district.

Emperor is led by a dynamic group of resource sector professionals who have a strong record of success in evaluating and advancing mining projects from exploration through to production, attracting capital and overcoming adversity to deliver exceptional shareholder value. For more information, please refer to SEDAR+ (www.sedarplus.ca), under Emperor’s profile.

ON BEHALF OF THE BOARD OF DIRECTORS

s/ “John Florek”
John Florek, M.Sc., P.Geol
President, CEO and Director
Emperor Metals Inc.

The Canadian Securities Exchange has not approved nor disapproved the content of this press release.

Cautionary Note Regarding Forward-Looking Statements

Certain statements made and information contained herein may constitute “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian and United States securities legislation. These statements and information are based on facts currently available to Emperor and there is no assurance that the actual results will meet management’s expectations. Forward-looking statements and information may be identified by such terms as “anticipates,” “believes,” “targets,” “estimates,” “plans,” “expects,” “may,” “will,” “could” or “would.”

Forward looking statements in this press release but are not limited to, statements with respect to the expectations of management regarding the Offering, the expectations of management regarding the use of proceeds of the Offering, closing conditions for the Offering, and no objection from the CSE in respect of the Offering. These forward-looking statements are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. Risks that could change or prevent these statements from coming to fruition include the CSE objecting to the Offering; the proceeds of the Offering may not be used as stated in this news release; Emperor may be unable to satisfy all of the conditions to the closing required by the CSE. Emperor does not undertake to update any forward-looking statements or information except as may be required by applicable securities laws.

Not for distribution to United States newswire services or for dissemination in the United States.

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