Mr. Mark Tory reports

DEFENSE METALS ANNOUNCES CLOSING OF PRIVATE PLACEMENT FOR GROSS PROCEEDS OF $5.4 MILLION

Defense Metals Corp. has closed its previously announced brokered private placement and non-brokered private placement for aggregate gross proceeds of $5,439,495.

Mark Tory, president and chief executive officer, commented: "We're very pleased to have closed this financing with strong participation from supportive shareholders and strategic investors. While the broader market remains selective, raising over $5.4-million is a clear vote of confidence in the strength of our Wicheeda rare earth project and our team's execution to date. With a positive prefeasibility study now completed, these funds will support critical optimization work and ongoing environmental baseline studies as we advance Wicheeda toward permitting and development. We remain fully committed to delivering one of North America's leading rare earth assets for the benefit of our shareholders and interested parties."

Under the brokered offering, the company raised gross proceeds of $5,060,595, issuing 25,138,703 units of the company at a price of 15 cents per unit and 7,587,000 flow-through units of the company at a price of 17 cents per FT unit. Under the non-brokered offering, the company raised gross proceeds of approximately $378,900 through the issuance of 2,228,824 FT units.

Each unit consists of one common share in the capital of the company and one-half of one common share purchase warrant. Each FT unit consists of one common share issued as a flow-through share within the meaning of the Income Tax Act (Canada) and one-half of one warrant also issued as a flow-through share within the meaning of the Income Tax Act (Canada). Each warrant entitles the holder thereof to acquire one additional common share at a price of 20 cents per common share, at any time on or before May 21, 2028.

Paradigm Capital Inc. as lead agent and sole bookrunner, and Agentis Capital Markets Limited Partnership acted as agents under the brokered offering. In consideration for their services under the brokered offering, the agents received a cash commission of $34,570, 2,060,194 non-transferable compensation options and 1,886,541 units, which the agents received in lieu of $282,981 of cash commissions. Each compensation option is exercisable for one common share at a price of 15 cents per common share at any time on or before May 21, 2027. In addition, the company paid a finder's fee of $21,000 and issued 123,529 compensation options to an arm's-length finder in connection with the non-brokered offering.

All securities issued pursuant to the offerings are subject to a four-month restricted period ending on Sept. 22, 2025, in accordance with applicable Canadian securities legislation. The offerings are subject to the final approval of the TSX Venture Exchange.

The company intends to use the net proceeds raised from the sale of units under the offerings for non-flow-through eligible operating expenses and for general corporate and working capital purposes, and the gross proceeds from the sale of the FT units will be used for eligible flow-through expenditures on the company's Wicheeda project. With these proceeds, the company will also continue to optimize the Wicheeda project design, make further progress on environmental and permitting work, and explore strategic initiatives to strengthen its ability to build the project in the shortest time frame possible.

Insiders of the company participated in the brokered offering for approximately $988,306. The issuance of units to insiders is considered a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company is relying on exemptions from the formal valuation requirements of MI 61-101 pursuant to Section 5.5(a) and the minority shareholder approval requirements of MI 61-101 pursuant to Section 5.7(1)(a) in respect of such insider participation as the fair market value of the transaction, insofar as it involves interested parties, does not exceed 25 per cent of the company's market capitalization.

In connection with the completion of the offerings, in accordance with their terms, secured convertible notes of the company with an aggregate principal amount of $4-million, originally issued on Oct. 11, 2024, will automatically convert into common shares at a deemed price of 12.5 cents per share. This conversion will result in the issuance of an aggregate of 32 million common shares to the holders of the notes. Additionally, in full and final satisfaction of accrued interest on the notes in the aggregate amount of $42,835.62, subject to the approval of the TSX Venture Exchange, the company will issue an additional 277,963 common shares to the noteholders. In accordance with the terms of the notes, the interest shares will be issued at a price of 15.77 cents per interest share, being the greater of: (i) the volume-weighted average trading price of the common shares on the TSX-V for the 20 consecutive trading days ending on the applicable pricing date; and (ii) the lowest price permitted under TSX-V policies. The issuance of the interest shares is subject to TSX-V approval.

About Defense Metals Corp.

Defense Metals is focused on the development of its 100-per-cent-owned, 11,800-hectare (approximately 29,158-acre) Wicheeda rare earth element property that is located on the traditional territory of the McLeod Lake Indian Band in British Columbia, Canada.

The Wicheeda project, approximately 80 kilometres (approximately 50 miles) northeast of the city of Prince George, is readily accessible by a paved highway and all-weather gravel roads, and is close to infrastructure, including hydro power transmission lines and gas pipelines. The nearby Canadian National Railway and major highways allow easy access to the port facilities at Prince Rupert, the closest major North American port to Asia. The company recently completed a preliminary feasibility study that demonstrated the robust economics of the project.

We seek Safe Harbor.