Mr. Marc-Andre Pelletier reports

BONTERRA ANNOUNCES $7M BROKERED PRIVATE PLACEMENT

Bonterra Resources Inc. has entered into an agreement with Canaccord Genuity Corp. to act as lead agent and sole bookrunner on behalf of a syndicate of agents in connection with a brokered best effort private placement of: (i) up to 20,454,545 hard-dollar units of the company at a price of 22 cents per HD unit; (ii) up to 2,083,333 flow-through units of the company at a price of 24 cents per FT unit; and (iii) up to 6,557,377 premium flow-through units of the company at a price of 30.5 cents per premium FT unit, for aggregate gross proceeds of up to approximately $7-million pursuant to the listed issuer financing exemption available under Part 5A of National Instrument 45-106 (Prospectus Exemptions) as amended by co-ordinated blanket order 45-935, in each of the provinces of Canada. The offered securities issued to Canadian resident subscribers will not be subject to a hold period pursuant to applicable Canadian securities laws.

The company has granted the agents an option to sell additional offered securities for up to 15 per cent of the number of securities sold in connection with the offering. The agent option is exercisable in whole or in part at any time, up to the closing date (as defined below), and can be exercised for HD units, FT units or premium FT units, or any combination thereof.

Each HD unit will consist of one common share of the company and one-half of one common share purchase warrant. Each warrant will entitle the holder thereof to acquire one share at an exercise price of 30 cents for a period of three years from the date of issuance. Each FT unit and premium FT unit will consist of one share and one-half warrant, each of which will qualify as a flow-through share (within the meaning of Subsection 66(15) of the Income Tax Act (Canada)). For certainty, the proceeds from the exercise of the warrants will not be flow-through eligible. There is an offering document relating to the offering that can be accessed under the company's profile at SEDAR+ and on the company's website. Prospective investors in the offering should read the offering document before making an investment decision.

Completion of this offering will occur June 30, 2025, or on such date as may be agreed upon by the company and Canaccord Genuity. Closing of the offering is subject to certain customary conditions, including receipt of all necessary approvals, including the approval of the TSX Venture Exchange. The offered securities issued pursuant to the offering will not be subject to any hold periods pursuant to applicable Canadian securities laws.

The company intends to use the net proceeds from the offering to finance continuing operations for the next 12 months, all as further detailed in the offering document.

The net proceeds from the sale of the HD units will be used for general corporate and administrative matters. The gross proceeds from the sale of FT units and premium FT units will be used by the company pursuant to the provisions in the Income Tax Act (Canada) to incur eligible Canadian exploration expenses as defined in Section 66.1(6) of the tax act that qualify as flow-through mining expenditures as defined in Subsection 127(9) of the tax act (or would so qualify if the references to before 2026 in paragraph (a) of the definition of flow-through mining expenditure in Subsection 127(9) of the tax act were read as before 2027 and the references in paragraphs (c) and (d) of that definition to before April, 2025, were read as before April, 2026), related to the company's projects, on or before Dec. 31, 2026 (or such other period as may be permissible under applicable tax legislation) and to renounce all the qualifying expenditures in favour of the subscribers of the FT units and premium FT units, effective Dec. 31, 2025.

We seek Safe Harbor.