Abcourt Provides Update on Ongoing Financings

4 hours ago 1

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The Warrants and any Warrant Shares issuable upon exercise thereof will be subject to a statutory hold period in Canada of 4 months and one day from the date of issuance of the Warrants. The Warrants and Warrant Shares will also be “restricted” securities under applicable U.S. securities laws.

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At the Lender’s election, funds raised from the exercise of Warrants may be used for prepayment of outstanding Principal Amount without application of the Make Whole Amount.

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Equity Financing

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The Corporation is pleased to announce that it also intends to close a tranche of non-brokered equity financing for gross proceeds of $1,000,000 on the Closing Date, consisting of the sale of units of the Corporation (the “Units”) at a price of $0.05 per Unit (the “Private Placement”).

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Each Unit will consist of one common share of the Corporation (a “Common Share”) and one common share purchase warrant (a “Unit
Warrant”). Each Unit Warrant will entitle the holder to purchase one Common Share at a price of $0.08 for a period of 36 months following the Closing Date.

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In the event that, during the period ranging between 12 months and 36 months following the Closing Date, the volume-weighted average trading price of the common shares exceeds $0.12 per common share for any period of 20 consecutive trading days, the Corporation may, at its option, following such 20-day period, accelerate the expiry date of the Unit Warrants by delivery of notice to the registered holders (an “Acceleration Notice”) thereof and issuing a press release (a “Warrant Acceleration Press Release”), and, in such case, the expiry date of the Unit Warrants shall be deemed to be 5:00 p.m. (Montreal time) on the 30^th day following the later of (i) the date on which the Acceleration Notice is sent to Unit Warrant holders, and (ii) the date of issuance of the Warrant Acceleration Press Release.

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The Corporation intends to use the net proceeds from the Debenture Offering, Financing Facility and Private Placement to restart the Sleeping Giant mine and mill as well as for the repayment of outstanding account payables, working capital and general corporate purposes.

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The Debenture Offering, Financing Facility and Private Placement remain subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the final approval of the TSXV.

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All securities issued in connection with the Debenture Offering, the Financing Facility and the Private Placement will be subject to a restricted period ending on the date that is four months plus one day following the date of their issuance.

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The securities offered have not been, nor will they be, registered under the U.S. Securities Act, or any state securities law, and may not be offered, sold or delivered, directly or indirectly, within the United States, or to or for the account or benefit of U.S. persons, absent registration or an exemption from such registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of securities in any state in the United States in which such offer, solicitation or sale would be unlawful.

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ABOUT ABCOURT MINES INC.

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Abcourt Mines Inc. is a Canadian exploration company with properties strategically located in northwestern Québec, Canada. Abcourt owns the Sleeping Giant mine and mill, as well as the Flordin property, where it focuses its development activities.

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For more information about Abcourt Mines Inc., please visit our website at www.abcourt.ca and view our filings under Abcourt’s profile on www.sedarplus.ca.

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FORWARD-LOOKING STATEMENTS

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Certain information contained in this news release may constitute “forward-looking information” within the meaning of Canadian securities legislation. Generally, forward-looking information can be identified by using forward-looking terminology, such as “plans”, “aims”, “expects”, “projects”, “intends”, “anticipates”, “estimates”, “could”, “should”, “likely”, or variations of such words and phrases or statements specifying that certain acts, events or results “may”, “should”, “will” or “be achieved” or other similar expressions. Forward-looking statements, including the expectation of the Corporation with respect to the closing of the Debenture Offering, the Financing Facility and the Private Placement, the amount and expected use of proceeds raised under the Debenture Offering, the Financing Facility and the Private Placement, are based on Abcourt’s estimates and are subject to known and unknown risks, uncertainties and other factors that may cause Abcourt’s actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking statements or information. Forward-looking statements are subject to business, economic and uncertainties and other factors that could cause actual results to differ materially from these forward-looking statements, including the relevant assumptions and risk factors set forth in Abcourt’s public filings, which are available on SEDAR+ at www.sedarplus.ca. There can be no assurance that these statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Although Abcourt believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on such statements. Except as required by applicable securities laws, Abcourt disclaims any intention or obligation to update or revise any such forward-looking statements or information, whether as a result of new information, future events or otherwise.

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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.

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