Mr. James Walker reports

ARES STRATEGIC MINING FILES AMENDED AND RESTATED OFFERING DOCUMENT IN CONNECTION WITH NON-BROKERED PRIVATE PLACEMENT OFFERING OF UNITS

Further to the news release dated May 10, 2024, Ares Strategic Mining Inc. has filed an amended and restated offering document in connection with its previously announced non-brokered private placement offering of a minimum of 5,555,555 units and a maximum of 22,222,222 units of the company at a price of 18 cents per unit for gross proceeds of a minimum of $1-million and a maximum of up to $4-million pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 (Prospectus Exemptions). In connection with the LIFE offering, the company filed an offering document dated May 9, 2024. On May 31, 2024, under the initial offering document, the company closed the first tranche of the LIFE offering and raised gross proceeds of $1,077,297.28. On June 7, 2024, the company closed the second tranche of the LIFE offering under the initial offering document and raised gross proceeds of $996,709.86 for total gross proceeds from both tranches of $2,074,007.14.

The initial offering document is being amended to: (i) remove the initial minimum offering; and (ii) offer up to 16,111,111 units at 18 cents per unit for gross proceeds of up to $2.9-million. Upon the filing of the amended offering document, the amended LIFE offering will be extended to the date that is 45 days from the date of this news release. The amended LIFE offering is being made available to purchasers resident in each of the provinces of Canada, including Quebec, and the company will be filing the amended offering document in English and French. The amended offering document can be viewed under the company's profile at SEDAR+ and on the company's website. Prospective investors should read this amended offering document before making an investment decision.

The company is also pleased to announce that it has executed a term sheet with an institutional investor, pursuant to which the investor intends to subscribe for up to 8,333,333 units for gross proceeds of $1.5-million. The company paid the investor a deposit of $45,000, which is refundable, less the investors legal fees, upon the closing of the institutional investment under the amended LIFE offering. Pursuant to the term sheet, the units will be issued to the investor under the terms of a subscription agreement to be entered into between the company and the investor. The parties will also enter into a sharing agreement and various other support agreements. The gross proceeds from the institutional investment and units to be issued to the investor are to be delivered into escrow with a third party escrow agent, with the proceeds released to the company in monthly instalments over a period of 24 months. Final details regarding the subscription by the investor will be included in a closing news release.

Upon closing of any tranches of the amended LIFE offering, the company may pay finders finders' fees under the amended LIFE offering as permitted by the policies of the Canadian Securities Exchange and applicable securities laws.

For additional details relating to the amended LIFE offering and the closing of the first and second tranches of the LIFE offering, please refer to the company's news releases dated May 10, 2024, May 31, 2024, and June 7, 2024, which can be viewed under the company's profile on SEDAR+. Completion of any tranches under the amended LIFE offering remains subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals.

As disclosed in the amended offering document and prior news releases, the company intends to use the net proceeds from the amended LIFE offering to pay for the continuing construction and installation of a ramp to intersect fluorspar mineralization at depth at the company's Lost Sheep fluorspar property and for general and corporate working capital purposes.

We seek Safe Harbor.