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Atomic Minerals Announces Closing of Non-Brokered LIFE Offering and Concurrent Private Placement of $2.2M

21:30 Uhr  |  Newsfile

Vancouver, December 9, 2025 - Atomic Minerals Corp. (TSXV: ATOM) ("Atomic Minerals" or the "Company") is pleased to announce that it has closed its non-brokered private placement under the listed issuer financing exemption under Part 5A of National Instrument 45-106 - Prospectus Exemptions (the "Listed Issuer Financing Exemption") of 14,325,634 units ("Units") at a price of $0.05 per Unit, for gross proceeds of $716,282 (the "Life Offering"). The Company also announces that it has closed its concurrent non-brokered private placement of 29,674,366 Units at a price of $0.05 per Unit, for gross proceeds of $1,483,718 (the "Concurrent Private Placement").

Each Unit consists of one common share in the capital of the Company (a "Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder to acquire one Share at a price of $0.10 per Share for a period of 12 months from the date of issuance, provided that the Warrants issued under the LIFE Offering will not be exercisable for a period of 60 days after the date of issue.

The securities offered under the LIFE Offering are not subject to a hold period in accordance with applicable Canadian securities laws. The securities offered under the Concurrent Private Placement are subject to a statutory hold period in Canada ending on the date that is four months plus one day following the closing date of the Concurrent Private Placement.

In connection with the LIFE Offering and the Concurrent Private Placement, the Company paid finder's fees in the total amount of $97,650 and issued 1,926,000 non-transferable warrants (the "Finder Warrants") in accordance with applicable securities laws and the policies of the TSX Venture Exchange (the "TSXV"). Each Finder Warrant is exercisable to acquire one Share at a price of $0.10 for a period of one year from the date of issue.

The Company intends to use the net proceeds of the LIFE Offering and the Concurrent Private Placement to fund exploration activities at its uranium projects located in Saskatchewan and the Colorado Plateau region of the United States and for general administrative expenses. The LIFE Offering and the Concurrent Private Placement closing remains subject to certain closing conditions, including, without limitation, approval of the TSXV.

The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and may not be offered or sold within the United States or to or for the account or benefit of U.S. persons (as defined in Regulation S under the U.S. Securities Act) unless registered or exempt from registration. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States.

Option Grant

The Company also announces that a total of 6,400,000 stock options (the "Options") have been granted to certain directors, employees and consultants of the Company pursuant to the Company's stock option plan. The Options are exercisable for a period of 5 years at a price of $0.10 per share.

3,400,000 of the Options have been granted to directors of the Company and, accordingly, such grant constitutes a related party transaction pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is exempt from the requirements to obtain a formal valuation and minority shareholder approval in connection with the grant of Options to related parties in reliance on the exemptions contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, respectively.

About Atomic Minerals Corporation.

Atomic Minerals Corporation is a publicly listed exploration company on the TSXV, trading under the symbol ATOM, led by a highly skilled management and technical team with a proven track record in the junior mining sector. Atomic Minerals' objective is to identify exploration opportunities in regions that have been previously overlooked but are geologically similar to those with previous uranium discoveries. These underexplored areas hold immense potential and are in stable geopolitical and economic environments.

Atomic Minerals' property portfolio contains uranium projects in three locations within North America, all of which have significant technical merit and or are known for hosting uranium production in the past. Four of the properties are located on the Colorado Plateau, an area which has previously produced 597 million pounds of U3O8; the Mozzie Lake project is located in the prolific Athabasca Basin region in Northern Saskatchewan and the Mont-Laurier project is located in Quebec.

For additional information about the Company and its projects, please visit our website at www.atomicminerals.ca

ON BEHALF OF THE BOARD OF DIRECTORS

"Clive H. Massey"
Clive H. Massey
President & Chief Executive Officer

For further information, please contact:
T: (604) 341-6870
E: info@atomicminerals.ca
W: www.atomicminerals.ca

Cautionary Statement on Forward-Looking Information

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 the Company and there is no assurance that 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", "speculates", "could" or "would". These forward-looking statements or information relate to, among other things: the intended use of proceeds from the LIFE Offering and the Concurrent Private Placement; and the receipt of all necessary approvals for the completion of the LIFE Offering and the Concurrent Private Placement, including the approval of the TSXV.

Such forward-looking information and statements are based on numerous assumptions, including among others, that the Company will receive all necessary approvals for the completion of the LIFE Offering and the Concurrent Private Placement, including the approval of the TSXV. Although the assumptions made by the Company in providing forward-looking information or making forward-looking statements are considered reasonable by management at the time, there can be no assurance that such assumptions will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.

All of the forward-looking statements made in this document are qualified by these cautionary statements. Important factors that could cause actual results to differ materially from the Company's plans or expectations include risks relating to market conditions, metal prices, and risks relating to the Company not receiving all necessary approvals for the completion of the LIFE Offering and the Concurrent Private Placement, including the approval of the TSXV. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated, forecast or intended and readers are cautioned that the foregoing list is not exhaustive of all factors and assumptions which may have been used. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking information. Accordingly, there can be no assurance that forward-looking information will prove to be accurate and forward-looking information is not a guarantee of future performance. Readers are advised not to place undue reliance on forward-looking information. The forward-looking information contained herein speaks only as of the date of this document. The Company disclaims any intention or obligation to update or revise forward-looking information or to explain any material difference between such and subsequent actual events, except as required by applicable law.

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

Not for Distribution to US Newswire Services or Dissemination in the United States of America

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/277485


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