Mr. Gabriel Alonso-Mendoza reports

GAMMA ANNOUNCES $2.1 MILLION LIFE PRIVATE PLACEMENT OFFERING

Gamma Resources Ltd. has arranged a non-brokered private placement consisting of a LIFE (listed issuer financing exemption) financing and a concurrent financing, as described below.

LIFE financing

The company intends to issue up to 21 million units under the listed issuer financing exemption pursuant to Part 5A of National Instrument 45-106, Prospectus Exemptions, as amended and supplemented by applicable blanket orders, at a price of 10 cents per LIFE unit for gross proceeds of up to approximately $2.1-million. Each LIFE unit will consist of: (i) one common share of the company; and (ii) one-half of one common share purchase warrant, with each LIFE warrant entitling the holder to acquire one common share at a price of 15 cents for a period of 36 months from the date of issuance, provided that the LIFE warrants will not be exercisable until 60 days following the closing date.

Subject to compliance with applicable regulatory requirements and in accordance with NI 45-106, the LIFE units will be offered to purchasers resident in each of the provinces and territories of Canada, except Quebec. Securities issued pursuant to the LIFE financing are expected to be immediately freely tradeable and will not be subject to a hold period under applicable Canadian securities laws (subject to TSX Venture Exchange policies for insiders and certain consultants). There is an offering document related to the LIFE financing that can be accessed under the company's profile on SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.

Concurrent financing

In addition to the LIFE financing, the company intends to complete a concurrent non-brokered private placement, consisting of the issuance of up to 7.5 million units at a price of 10 cents per unit for gross proceeds of up to approximately $750,000. Each unit will consist of: (i) one common share; and (ii) one common share purchase warrant, with each warrant entitling the holder to acquire one common share at a price of 15 cents for a period of 36 months from the date of issuance. Securities issued under the concurrent financing will be subject to a four-month-and-one-day hold period in accordance with applicable Canadian securities laws.

The units may be offered to purchasers resident in Canada pursuant to applicable prospectus exemptions under NI 45-106, and may also be offered in the United States and other jurisdictions on a private placement or equivalent basis, in each case in accordance with all applicable laws, provided that no prospectus, registration statement or other similar document is required to be filed in such jurisdiction.

Use of proceeds

The company intends to use the net proceeds from the offering to continue exploration on its Mesa Arc (New Mexico) and Green River (Utah) properties, as well as for general working capital and corporate purposes. Details of the company's intended use of proceeds from the offering are more fully described in the offering document.

Other matters

Closing of the offering is subject to certain conditions, including, but not limited to, receipt of all necessary regulatory approvals, including the approval of the TSX-V. The offering is expected to close on or about Aug. 29, 2026, in one or more tranches. The company will not close a tranche of the LIFE financing unless the aggregate gross proceeds raised under the LIFE financing, together with the gross proceeds raised under the concurrent financing (including any tranches of the concurrent financing that have closed prior to such tranche of the LIFE financing), equal at least $1.5-million.

The company may pay finders' fees to eligible finders in connection with the offering, subject to compliance with applicable securities laws and TSX-V policies. Such finders' fees may consist of: (i) a cash fee equal to up to 7.0 per cent of the gross proceeds of the offering from investors introduced to the company by a finder; and (ii) non-transferable finders' warrants equal to up to 7.0 per cent of the aggregate number of LIFE units and units issued to those investors. Each finder's warrant will entitle the holder to purchase one common share at a price of 10 cents per common share for a 24-month period from the date of issuance. The finders' warrants will have a four-month-and-one-day hold period after the closing date.

It is anticipated that insiders of the company may participate in the concurrent financing. Any units issued to insiders will be subject to a four-month-and-one-day hold period pursuant to applicable policies of the TSX-V. The issuance of units to any insiders will be considered a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. In respect of any such insider participation, the company expects to rely 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), as the fair market value of such participation, insofar as it involves interested parties, is not expected to exceed 25 per cent of the company's market capitalization.

About Gamma Resources Ltd.

Gamma Resources is a United States-focused uranium exploration and development company advancing high-quality assets in the Mountain West region. The company's portfolio includes the Green River project in Utah, comprising 1,100 acres near prominent regional producers, and the Mesa Arc project in New Mexico, a strategic land position now totalling 4,520 acres that includes historical uranium resources in the Chama basin. Management believes the company is uniquely positioned to benefit from the unprecedented policy and market tailwinds reshaping the United States nuclear landscape, and help meet this demand with responsibly sourced, U.S.-based uranium supply.

Gamma trades on the TSX-V, OTC and Frankfurt Stock Exchange.

We seek Safe Harbor.