Puma Exploration Announces Increase in Kinross' Equity Stake

Rhea-AI Summary

Puma Exploration (OTCQB: PUMXF) announced that Kinross increased its ownership from 9.1% to 14.8% (undiluted) by agreeing to purchase 12,500,000 units at $0.16 per unit for proceeds of $2,000,000 in a non‑brokered private placement closing on or about December 24, 2025, subject to regulatory approvals.

Each unit includes one common share and one‑half warrant (total 6,250,000 warrants) exercisable at $0.25 for 24 months; Kinross will hold 29,550,577 shares and 6,250,000 warrants after closing and may increase its stake up to 19.9% under the investor rights agreement.

Proceeds will fund exploration on Puma projects (not optioned to Kinross); Williams Brook activity included >3,600m drilled, a 50m LGZ extension and 300m depth of mineralization with a Year 2 $3M funded program planned.

Positive

• Kinross stake increased by +5.7 percentage points to 14.8%
• Offering proceeds of $2,000,000 from 12,500,000 units
• Warrants totalling 6,250,000 provide potential future capital
• Williams Brook: > 3,600 metres drilled; LGZ extended 50 metres and depth to 300 metres
• Year 2 $3M fully funded exploration program at Williams Brook

Negative

• Offer closing is subject to regulatory approvals
• Warrant exercise and participation rights could dilute shareholders if fully exercised
• Kinross may increase holdings up to 19.9%, raising investor concentration
• Securities subject to a four‑month and one‑day hold period limiting immediate liquidity

Rimouski, Quebec--(Newsfile Corp. - December 23, 2025) - Puma Exploration Inc. (TSXV: PUMA) (OTCQB: PUMXF) ("Puma" or the "Company") is pleased to announce that Kinross Gold Corporation ("Kinross") has exercised its right, granted under the investor rights agreement ("IRA") dated October 23, 2024, to increase its ownership stake in Puma's share capital from 9.1% to 14.8% (on an undiluted basis) and 17.4% (on a partially diluted basis) after giving effect to the Offering, but otherwise assuming that the number of issued and outstanding common shares of Puma as at the date hereof remains unchanged).

On December 22, 2025, Kinross and Puma entered into a subscription agreement pursuant to which Kinross agreed to purchase under a non brokered private placement 12,500,000 units of Puma (the "Units") at a price of $0.16 per Unit for proceeds of $2,000,000 (the "Offering"). Closing of the Offering is expected to occur on or about December 24, 2025 and is subject to to receipt of all necessary regulatory approvals and certain other conditions.

Each Unit is comprised of one (1) common share and one-half (½) common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant is exercisable to purchase one (1) common share of the Company at $0.25 per share for a period of 24 months following closing of the Offering. The Warrants are subject to an acceleration clause that allows the Company to provide notice to holders that the Warrants will expire 30 days after the date the acceleration notice is delivered. The Company may provide the acceleration notice only if the closing price of the Company's common shares on the TSX Venture Exchange is equal to or greater than $0.40 for 30 consecutive trading days. The acceleration notice may be provided at any time after the statutory hold period and before the expiry date of the Warrants. All securities issued in connection with the Offering will be subject to a hold period of four months and one day under applicable securities laws.

No finder's fees will be paid in connection with the Offfering. The funds raised will support exploration activities on Puma's projects (not optioned to Kinross) and general corporate and working capital requirements.

Marcel Robillard, President and CEO of Puma, commented, "We are very pleased to have strong support from Kinross. Having just celebrated the 1st anniversary of our Option Agreement on Williams Brook, this increased commitment reflects Kinross' confidence in Puma and aligns with our objectives. These funds will enable Puma to focus on our McKenzie Gold Project and other assets in northern New Brunswick."

Following closing of the Offering, Kinross will hold 29,550,577 common shares and 6,250,000 Warrants of Puma. Under the IRA, Kinross retains the right to participate in future equity financings to maintain its ownership percentage, or to increase its holding up to 19.9% of the Company's total issued and outstanding common shares following the issuance of additional securities.

Williams Brook Option Agreement Progress

In the inaugural year of the Williams Brook Option Agreement, Puma and Kinross drilled more than 3,600 metres at the Lynx Gold Zone ("LGZ"). The drilling program extended the LGZ by 50 metres to the southwest and increased the depth of known mineralization to 300 metres. Assay results from this campaign are pending and will be announced once received. Concurrently, surface exploration, including grab sampling, yielded high-grade mineralization at both the Lion Gold Zone (see Aug 7, 2025 News Release), located approximately 10 km north of the LGZ and on the Jonpol property (see November 7, 2025 News Release).

Two drilling campaigns are scheduled for 2026. A first program of 1,500 is scheduled to start in Q1 on the Lion and Jaguar Gold Zones. A potential second drilling program in the fall will test new targets delineated by summer exploration surveys. The joint technical committee is actively confirming drill targets and planning the exploration work for the Year 2 $3M fully funded program at Williams Brook.

Early Warning

An early warning report filed by Kinross in connection with the investment will be available on Puma's SEDAR+ profile at www.sedarplus.ca. Alternatively, you may contact Luke Crosby, Senior Vice President, General Counsel and Corporate Secretary at 647-788-4478 to obtain a copy of the report. Kinross is organized under the laws of the Province of Ontario and its head office is located at 25 York Street, 17th Floor, Toronto, Ontario M5J 2V5. Puma's head office is located at 175 Legaré Street, Rimouski, Quebec, G5L 3B9.

Kinross acquired the units for investments purposes. Kinross may, from time to time, increase or decrease its investment in Puma through market transactions, private placements, treasury issuances or otherwise, including pursuant to the terms of the IRA between Kinross and Puma.

About Puma's Assets in New Brunswick

Puma has accumulated an impressive portfolio of prospective gold landholdings strategically located close to roads and infrastructure in Northern New Brunswick, including the Williams Brook Project and the McKenzie Gold Project. Both are located near the Rocky Brook Millstream Fault ("RBMF"), a major regional structure formed during the Appalachian Orogeny and a significant control for gold deposition in the region. Puma's work to date has focused on the Williams Brook property, but prospecting and surface exploration work on its other properties have confirmed their potential for significant gold mineralization. The Williams Brook Project was optioned to Kinross Gold in October 2024.

About Puma Exploration

Puma Exploration is a Canadian mineral exploration company focused on identifying and developing a pipeline of precious metals projects in New Brunswick, near Canada's Renowned Bathurst Mining Camp. Puma has a long history in Northern New Brunswick, having worked on regional projects for over 15 years.

Puma's successful exploration methodology, which combines traditional prospecting methods with detailed trenching and cutting-edge technologies such as Artificial Intelligence, has been instrumental in understanding the region's geology and associated mineralized systems. Armed with geophysical surveys, geochemical data, and consultants' expertise, Puma has developed a cost-effective exploration tool to discover gold at shallow depths and maximize drilling results.

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Visit www.explorationpuma.com for more information or contact:

Marcel Robillard, President and CEO.
(418) 750-8510; president@explorationpuma.com

Mia Boiridy, Head of Investor Relations and Director.
(250) 575-3305; mboiridy@explorationpuma.com

Neither the 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.

Forward-Looking Statements: This press release may contain forward-looking statements. Such forward-looking statements involve several known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements of Puma to be materially different from actual future results and achievements expressed or implied by such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statements were made, except as required by law. Puma undertakes no obligation to publicly update or revise any forward-looking statements. The quarterly and annual reports and the documents submitted to the securities administration describe these risks and uncertainties.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/278966

FAQ

How much did Kinross pay to increase its stake in Puma (PUMXF) on December 22, 2025?

Kinross agreed to purchase 12,500,000 units at $0.16 per unit for total proceeds of $2,000,000.

What ownership percentage will Kinross hold in Puma (PUMXF) after the December 2025 offering?

After closing, Kinross will hold 14.8% on an undiluted basis and 17.4% on a partially diluted basis, with rights to increase up to 19.9%.

What are the warrant terms issued to Kinross in the Puma (PUMXF) private placement?

Kinross received 6,250,000 warrants (one‑half warrant per unit), exercisable at $0.25 for 24 months, with an acceleration clause tied to a $0.40 share price condition.

What will Puma (PUMXF) use the $2,000,000 raised from Kinross for?

The funds will support exploration on Puma projects not optioned to Kinross and general corporate and working capital requirements.

What drilling results and follow‑up programs were disclosed at Williams Brook for Puma (PUMXF)?

Year 1 drilled > 3,600 metres, extended the Lynx Gold Zone 50 metres southwest and increased depth to 300 metres; a Year 2 $3M fully funded program is planned.

When will the private placement with Kinross close for Puma (PUMXF) and are there conditions?

Closing is expected on or about December 24, 2025 and is subject to receipt of all necessary regulatory approvals and certain other conditions.