Abacus Announces Increase to Financing

Rhea-AI Summary

Abacus Mining & Exploration (symbol: ABCFF) announced an increase to its non‑brokered private placement from 12,000,000 to 13,850,000 Units at $0.025 per Unit, for gross proceeds of up to $346,250. Each Unit includes one common share and one half warrant; warrants are exercisable at $0.05 per share for 3 years. Proceeds will be used for general working capital.

The company holds a 20% carried interest in the Ajax copper‑gold project and owns the Willow copper‑molybdenum property plus a lease on Nev‑Lorraine near Yerington, Nevada. Certain insiders may participate; the company expects exemptions under MI 61‑101 to apply. The financing is subject to TSX Venture Exchange approval and issued securities will carry a four‑month hold.

Positive

• Gross proceeds up to $346,250 secured
• Warrants exercisable at $0.05 for 3 years
• Proceeds earmarked for general working capital

Negative

• Issuance of 13,850,000 Units may cause shareholder dilution
• Certain insiders may participate, creating a related party transaction
• Financing is subject to TSXV approval and not closed

Vancouver, British Columbia--(Newsfile Corp. - January 6, 2026) - Further to its news release dated December 8, 2025, Abacus Mining & Exploration Corporation  (TSXV: AME) ("Abacus" or the "Company") is increasing the size of its non-brokered private placement ("Offering") from 12,000,000 units to 13,850,000 units of the Company ("Units") at a price of $0.025 per Unit, for gross proceeds of up to $346,250.

Each Unit will consist of one common share of the Company and one half of one non-transferable common share purchase warrant, with each warrant exercisable to purchase one common share of the Company at a price of $0.05 per common share for a period of 3 years from the date of closing of the Offering.

Proceeds from the Offering will be applied towards general working capital purposes. The Company holds a 20% interest carried to production in the advanced Ajax copper-gold development project in B.C. (see News Release dated December 1, 2025). In mid-2024 it acquired 100% of the Willow copper-molybdenum property, after exploring it for several years under an option, and it holds a lease on the adjacent Nev-Lorraine copper-molybdenum property both near Yerington, Nevada. Investors are referred to the Company website for the latest news and project descriptions.

The Offering is being conducted pursuant to available prospectus exemptions, including the exemption to existing shareholders of Abacus who are permitted to subscribe pursuant to British Columbia Instrument 45-534 - Exemption from Prospectus Requirement for Certain Trades to Existing Security Holders. If total subscriptions received for the Offering exceed the maximum Offering amount of $346,250, Units will be allocated pro rata among all subscribers qualifying under all available exemptions, unless the Company otherwise increases the maximum Offering amount.

Certain insiders of the Company may acquire securities under the Offering. Any such participation will be considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company expects that the Offering will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the Company is listed on the TSX Venture Exchange and neither the expected fair market value of securities being issued to related parties nor the consideration being paid by related parties would exceed 25% of the Company's market capitalization. The Company will file a material change report in respect of the Offering. However, the material change report may be filed less than 21 days prior to the closing of the Offering, which is consistent with market practice and the Company deems reasonable in the circumstances.

The financing is subject to TSX Venture Exchange approval. In connection with the Offering, certain finders may receive a cash fee and/or non-transferable finder warrants. All securities issued will be subject to a four month hold period under Canadian securities law.

On Behalf of the Board
ABACUS MINING & EXPLORATION CORPORATION

Paul G. Anderson, P. Geo.
President, CEO and Director
(604) 682-0301

About Abacus

Abacus is a mineral exploration and mine development company currently focused on copper and gold in B.C. and Nevada. The Company's main asset is a 20% ownership interest, together with KGHM Polska Miedź S.A. (80%), in the proposed copper-gold Ajax Mine located southwest of Kamloops, B.C., which has undergone a joint provincial and federal environmental assessment process. On December 14, 2017, a decision was made by the B.C. Minister of Environment and Climate Change Strategy and the Minister of Energy, Mines and Petroleum Resources to decline to issue an environmental assessment certificate for the Project. KGHM continues to work to facilitate First Nation, community and governmental engagement in order to advance the project towards a potential resubmission of the environmental application.

Abacus also owns a 100% interest in the Willow copper-gold property located near Yerington, Nevada, and it controls the contiguous Nev-Lorraine claims subject to a ten-year lease agreement.

For the latest reports and information on Abacus' projects, please refer to the Company's website at www.amemining.com.

Forward-Looking Information

This release includes certain statements that are deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address events or developments that Abacus expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include changes to commodity prices, mine and metallurgical recovery, operating and capital costs, foreign exchange rates, ability to obtain required permits on a timely basis, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/279556

FAQ

What are the terms of Abacus's January 6, 2026 private placement (ABCFF)?

Abacus increased the Offering to 13,850,000 Units at $0.025 per Unit, with gross proceeds up to $346,250; each Unit includes one common share and one half warrant exercisable at $0.05 for 3 years.

How will Abacus (ABCFF) use the proceeds from the $346,250 financing?

Proceeds will be applied to general working capital.

Will Abacus insiders participate in the ABCFF financing and does that need shareholder approval?

Certain insiders may acquire securities; the company expects the Offering to be exempt from formal MI 61‑101 valuation and minority approval requirements.

Are there investor restrictions or hold periods on securities from Abacus's Offering (ABCFF)?

All securities issued will be subject to a four‑month hold period under Canadian securities law.

Is Abacus's private placement (ABCFF) final or conditional?

The financing is subject to TSX Venture Exchange approval and the company will file a material change report regarding the Offering.