Mr. Michael Hopley reports

ALPHA EXPLORATION ANNOUNCES PRIVATE PLACEMENT FINANCING

Alpha Exploration Ltd. has arranged a non-brokered private placement financing of units at a price of 70 cents per unit, for aggregate gross proceeds of up to $5-million.

Each unit comprises one ordinary share of the corporation and one-half of one ordinary share purchase warrant. Each whole warrant will entitle the holder to acquire one additional share at an exercise price of $1.05 per warrant share for a period of 24 months immediately following the closing date (as defined below).

The corporation expects to close the first tranche of the private placement on or about Nov. 28, 2023.

In connection with its participation in the private placement, the corporation has agreed to grant a participation right to Crescat Portfolio Management LLC, which provides Crescat the right to purchase additional securities of the corporation in future offerings of securities of the corporation to maintain its proportional percentage, pursuant to the terms of a participation rights agreement dated March 10, 2022.

In connection with the private placement, Alpha may pay certain arm's-length parties a cash finder's fee payment equal to up to 6 per cent of the units that are sold to subscribers introduced by such parties. The net proceeds of the private placement will be used to finance continuing exploration work on the Kerkasha project in Eritrea, operating and administrative expenses, working capital, and general corporate purposes.

Completion of the private placement is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange. The TSX-V has not approved the offering price or the exercise price and these remain subject to the change. The shares, warrants and the warrant shares will be subject to a statutory hold period of four months plus one day from the closing date, in accordance with applicable securities legislation.

It is expected that certain insiders of the corporation (as such term is defined under the policies of the TSX-V) may participate in the private placement. The participation of insiders in the private placement will constitute a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The corporation intends to rely upon exemptions from the formal valuation and minority approval requirements of MI 61-101 based on a determination that the fair market value of the private placement, insofar as it involves the related parties, does not exceed $2.5-million.

About Alpha Exploration Ltd.

Alpha is an exploration company that is rapidly advancing a number of important gold and base metal discoveries across its 100-per-cent-owned, large (771 square kilometres) Kerkasha project in Eritrea.

The company has also advanced the Aburna gold prospect, the Anagulu porphyry gold-copper prospect, the Tolegimja volcanogenic massive sulphide copper-zinc-gold prospect and over 17 other gold prospects since listing in 2021.

We seek Safe Harbor.