Mustang Announces Closing of Non-Brokered Private Placement

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NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES

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VANCOUVER, British Columbia, Dec. 31, 2025 (GLOBE NEWSWIRE) — Mustang Energy Corp. (CSE: MEC, OTC: MECPF, FRA: 92T) (“Mustang” or the “Company”) is pleased to announce that, further to its news release dated December 19, 2025, it has closed a non-brokered private placement of 2,000,000 flow-through units (each, a “FT Unit”) of the Company at a price of $0.09 per FT Unit for aggregate gross proceeds of $180,000 (the “Offering”).

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Each FT Unit consists of one common share (each, a “Common Share”) in the capital of the Company to be issued as a “flow-through share” (each, a “FT Share”) within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the “Income Tax Act”) and one half of one Common Share purchase warrant (each, a “Warrant”). Each whole Warrant will entitle the holder thereof to purchase one non-flow through Common Share (each, a “Warrant Share”) at a price of C$0.15 for a period of two years following the issue date of the FT Units.

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Each FT Share is issued as a “flow-through share” within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the “Tax Act”). The Company intends to use the proceeds of the Offering for the exploration of the Company’s uranium projects in the Athabasca Basin in Saskatchewan. The gross proceeds from the issuance of the FT Shares will be used to incur resource exploration expenses which will constitute “Canadian exploration expenses” as defined in subsection 66.1(6) of the Tax Act and “flow through critical mineral mining expenditures” as defined in subsection 127(9) of the Tax Act, which will be renounced with an effective date no later than December 31, 2025 to the purchasers of the FT Shares in an aggregate amount not less than the gross proceeds raised from the issue of the FT Shares.

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The securities issued in the Offering are subject to a hold period expiring on May 1, 2026. 

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In connection with the Offering, the Company paid finder’s fees to Red Cloud Securities Inc. of $12,600 in cash and 140,000 share purchase warrants (each, a “Finder’s Warrant”). Each Finder’s Warrant is exercisable into one Common Share (each, a “Finder’s Warrant Share”) at a price of $0.15 per Finder’s Warrant Share until December 31, 2027 and are subject to a hold period until May 1, 2026. 

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This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities 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 U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. 

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About Mustang Energy Corp.

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Mustang is a resource exploration company focused on acquiring and developing high-potential uranium and critical mineral assets. The Company is actively exploring its properties in Northern Saskatchewan, Canada and holds 77,318 hectares in around the Athabasca Basin. Mustang’s flagship property, Ford Lake, covers 7,743 hectares in the prolific eastern Athabasca Basin, while its Cigar Lake East and Roughrider South projects span 3,442 hectares to the north and the Spur Project to the south covering 17,929 hectares. Mustang has also established its footprint in the Cluff Lake region of the Athabasca Basin with the Yellowstone Project (21,820 hectares) and further expanded its presence in the south central region of the Athabasca Basin with the Dutton Project (7,633 hectares).