Ms. Cheryl Grue reports

ATHABASCA MINERALS INC. ANNOUNCES TERMINATION OF THE ARRANGEMENT AGREEMENT WITH JMAC ENERGY SERVICES LLC, RESIGNATION OF JON MCCREARY AS DIRECTOR, NOTICE OF INTENTION TO MAKE A PROPOSAL AND FILING OF RESTATED FINANCIAL STATEMENTS

Athabasca Minerals Inc. has terminated the arrangement agreement dated Sept. 20, 2023, between JMAC Energy Services LLC and Athabasca, and Jon McCreary has resigned as director of the corporation. Athabasca has filed a notice of intention to make a proposal to its creditors under the provision of Part III, Division of the Bankruptcy and Insolvency Act (Canada) (the BIA), and has filed restated financial statements.

Termination of arrangement agreement

The sole manager of JMAC has provided the corporation with a notice terminating the arrangement agreement (the NoT), as a result of the conditions set out in Section 6.2(b) and Section 6.2(c) of the arrangement agreement being incapable of being satisfied by the outside date (as defined in the arrangement agreement) in connection with and as evidenced by the amendment and restatement of the financial statements as set out below. Concurrently with the NoT, Mr. McCreary submitted his resignation as director to the corporation, and the current board of directors of the corporation, being Don Paulencu and Dale Nolan, has accepted his resignation.

Accordingly, the corporation will no longer proceed with the special meeting of the securityholders and its application for a final order of the Court of King's Bench of Alberta. The corporation will continue to explore and evaluate a full range of potential strategic alternatives in order for the corporation to continue as a going concern which includes the repayment of the corporation's $2-million non-revolving term loan agreement between JMAC and Athabasca which matures on Nov. 30, 2023, and other debt obligations. There can be no assurance that the exploration of strategic alternatives will result in a transaction necessary for the corporation to continue as a going concern.

Notice of intention to make a proposal

The corporation has filed a notice of intention to its creditors under the BIA. Pursuant to the notice of intention, KSV Restructuring Inc. has been appointed as the trustee in the corporation's proposal proceedings and will assist the corporation in its restructuring efforts.

The decision to file the notice of intention was made by the board after extensive discussions following receipt of the NoT in order to ensure that Athabasca can continue as a going concern. While under BIA protection, the corporation will continue with its efforts to pursue strategic alternatives, including restructuring its existing debt obligations.

A notice of intention is the first stage of a restructuring process under the BIA, which permits the corporation to pursue a restructuring of its financial affairs, through a formal proposal process. The filing of the notice of intention will have the effect of imposing an automatic stay of proceedings that will protect the corporation and its assets from the claims of creditors while the corporation pursues this objective. The initial stay period of 30 days can be extended by court order, during which time the corporation will assess its ability to present a viable proposal to its creditors. There can be no assurance that the current process will result in a transaction or, if a transaction is undertaken, that it will be successfully concluded in a timely manner or at all.

Due to the above-mentioned filing, the corporation has been informed by the TSX Venture Exchange that trading of Athabasca common shares will be suspended until such a time as the corporation is in compliance with the TSX-V continued listing requirements. There is no certainty as to timing or likelihood that the Athabasca shares will recommence trading on the TSX-V, and the Athabasca shares could be transferred to the NEX board, a subsidiary board of the TSX-V, if the continued listing requirements are not met.

The corporation will provide further updates as to the next steps of the process when these have been determined.

Amendment and restatement of financial statements

Further to the announcement on Oct. 30, 2023, the corporation has filed amended and restated audited consolidated financial statements for the years ended Dec. 31, 2022, and 2021, and the associated management's discussion and analysis, as well as the amended and restated unaudited interim condensed consolidated financial statements and the associated MD&A as of June 30, 2023, and for the three- and six-month periods ended June 30, 2023, and 2022.

The corporation has determined that the investment in the AMI Silica LLC joint arrangement, entered into in 2021, was incorrectly accounted for as a joint operation rather than a joint venture in the consolidated financial statements.

A joint operator shall account for the assets, liabilities, revenues and expenses relating to its interest in a joint operation in accordance with the international financial reporting standards applicable to the particular assets, liabilities, revenues and expenses whereas a joint venturer shall recognize its interest in a joint venture as an investment and shall account for that investment using the equity method in accordance with IAS 28 Investments in Associates and Joint Ventures.

This restatement resulted in 2022 net income reduction by $300,000 (0.4 cent/share basic and diluted) and a $32.3-million reduction in total assets and a $31.6-million reduction in total liabilities.

The consolidated financial statements and the associated MD&As are available on SEDAR+ under Athabasca's profile.

About Athabasca Minerals Inc.

Athabasca is an integrated industrial minerals company focused on the production and delivery of frac sand to Canada and the United States. Athabasca also operates aggregate operations in Western Canada and maintains the largest platform for buying, selling and transporting of aggregates through its 100-per-cent-owned technology platform, AMI RockChain.

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