Mr. Peter Damouni reports

MASON RESOURCES ANNOUNCES CLOSING OF PRIVATE PLACEMENT

Mason Resources Inc. has closed its previously announced non-brokered private placement financing of units of the company (see news release dated Jan. 9, 2025), pursuant to which the company issued 28 million units of the company at a price of five cents per unit for gross proceeds of $1.4-million. Each unit consists of one common share of the company and one common share purchase warrant. Each warrant entitles the holder to acquire one additional common share at an exercise price of 7.5 cents until Jan. 13, 2028.

The company is pleased to confirm that Fahad Al Tamimi, chairman of the board of directors, subscribed to 6.98 million units under the offering which has resulted in an increase in his ownership stake to approximately 19.2 per cent on a partially diluted basis. The net proceeds of the offering shall be used for general corporate and working capital purposes. The securities issued are subject to a regulatory hold period that expires on May 14, 2025. Closing remains subject to final approval of the TSX Venture Exchange.

Insiders of the company subscribed for 24.9 per cent of the offering. Participation by insiders of the company in the offering constitutes a related-party transaction as defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101). The issuance of securities is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 on the basis that the fair market value of the insiders' participation in the private placement, as determined in accordance with MI 61-101, shall not exceed 25 per cent of the company's market capitalization.

About Mason Resources Inc.

Mason Resources is a Canadian corporation focused on seeking investment opportunities. Mason is the largest shareholder of Black Swan Graphene Inc., which is focusing on the large-scale production of patented, high-performance and low-cost graphene products aimed at several industrial sectors, including polymers and concrete.

Mason is also a large shareholder of Nouveau Monde Graphite Inc., an integrated company developing responsible mining and advanced manufacturing operations to supply the global economy with carbon-neutral active anode material to power EV (electric vehicle) and renewable energy storage systems.

Mason is a shareholder of Astra Exploration Inc. and NorthX Nickel Corp.

Mason is also a strategic shareholder of Sand Minerals Inc., a recently established private company founded by William Randall and the former team of Arena Minerals Inc., which was acquired by Lithium Americas Corp. in a $311-million transaction in 2023.

We seek Safe Harbor.