Mr. Douglas Mason reports

MAGNUM GOLDCORP INC. ANNOUNCES PROPOSED REVERSE TAKEOVER TRANSACTION

Magnum Goldcorp Inc. has entered into a letter of intent (LOI) dated June 19, 2025, with Atlantico Energy Metals Inc. to acquire all of the outstanding shares of Atlantico. The transaction is subject to TSX Venture Exchange approval pursuant to TSX-V Policy 5.2, Changes of Business and Reverse Takeovers, and will be considered a reverse takeover under TSX-V policies.

The transaction

Pursuant to the terms of the LOI, the company will acquire all of the shares in the capital of Atlantico that are issued and outstanding immediately prior to the closing of the transaction in consideration for units of the company at a deemed price equal to the greater of 10 cents per consideration unit and the minimum price permitted by the TSX-V. Each consideration unit will consist of one common share in the capital of the company and one transferable warrant. Each warrant will entitle the holder to acquire an additional share at a price of 20 cents for a period of 24 months from the date of closing.

Prior to closing, Atlantico intends to complete a private placement to raise gross proceeds of up to $1.38-million by issuing up to 13.78 million Atlantico shares at a price of 10 cents per Atlantico financing share. The proceeds of the offering will be used for the transaction expenses, for exploration expenses, for investor relations and marketing expenses, and for general and administrative expenses before and after the transaction. The Atlantico financing may be closed in one or more tranches, and the Atlantico financing shares will be exchanged for consideration units in the transaction. Finders' fees may be paid in connection with the Atlantico financing and in connection with the transaction.

Completion of the transaction remains subject to a number of conditions, including, without limitation, entry into a definitive transaction agreement, completion of the parties' respective due diligence, receipt of all necessary approvals from the shareholders of the parties, and all applicable stock exchanges and regulatory authorities, and such other conditions as are customary in transactions of this nature.

About Atlantico Energy Metals Inc.

Atlantico is a British Columbia incorporated company that has entered into an option agreement with arm's-length third party to acquire a 100-per-cent interest in the Novo Cruzeiro lithium project, located in Brazil. In order to exercise the option and to acquire a 100-per-cent interest in the project, Atlantico has issued 15 million common shares to the optionor and must pay a total of $200,000 in cash to the optionor prior to Aug. 2, 2025 ($100,000 of which has been paid), and an additional $150,000 in cash prior to March 3, 2026.

The project is an early-stage lithium exploration project located in the eastern Brazilian pegmatite belt, near the town of Novo Cruzeiro, in northeastern Minas Gerais, Brazil. The project comprises 15 contiguous exploration permits, covering 24,427.28 hectares across the municipalities of Itaipe, Ladainha and Novo Cruzeiro. The granted exploration permits (2023) are in good standing with the Brazilian authorities.

The property is easily accessible via federal Highway BR-116 and state Highway MG-211, with lodging and supplies available in nearby towns. The region features a tropical climate with a wet summer season and lies along the eastern escarpment of the Espinhaco Range, at elevations between 600 to 1,200 metres.

The main exploration target is spodumene-rich, lithium-cesium-tantalum pegmatites. There is no record of modern exploration on the property. There is no known mineralization on the property, no historic drilling and no resources. Available data include government geological mapping, regional airborne geophysics and studies of the eastern Brazilian pegmatite province, which hosts Brazil's main lithium mines.

Brazil is widely known as a major player in the global mining and metals industry, with a world-class range of natural resources and geo-diversity. From grassroots mineral exploration to world-class mineral deposits, Brazil has been friendly to foreign investment since the end of the military government and the new democratic constitution in 1988. Brazil has a strong domestic market, qualified mining professionals, suppliers, and abundant water and clean (hydro) energy, making Brazil an attractive jurisdiction to invest in. The Fraser institute gave Brazil a score of 68.5 (out of a possible 100) and ranked at 29 out of 86 countries listed in their annual survey of global mining companies.

Board and management of resulting issuer

Upon completion of the transaction, it is anticipated that the company's board and senior management will comprise the following individuals.

Bonn Smith, chief executive officer and director

Mr. Smith is a capital markets strategist and the former CEO of Goldhaven Resources Corp., with a proven record of launching, scaling and financing early-stage companies across the resource and technology sectors. He has led multiple organizations through key phases of growth and raised millions in venture financing, both privately and publicly. As CEO and director of Atlantico, he brings sharp market instincts, hands-on leadership and a focused approach to positioning the company for sustainable, long-term success.

Sead Hamzagic, CPA, CGA, chief financial officer, secretary and director

Mr. Hamzagic is a chartered professional accountant and seasoned financial executive with over 35 years of experience in public practice and financial management, primarily within the natural resources sector. He has served as CFO and director for multiple TSX-V-, Nasdaq Stock Market- and Canadian Securities Exchange-listed companies, specializing in public company reporting, regulatory compliance, IPOs (initial public offerings), reverse takeovers and strategic financings through his own accounting and consulting practice, established in 2008.

Douglas Mason, director and chair

Mr. Mason is the non-executive chairman of Foremost Clean Energy Ltd. and a seasoned capital markets executive with over 30 years of experience leading public companies. He was the founder and CEO of Clearly Canadian Beverage Corp. from 1988 to 2005, where he helped pioneer the "new age" beverage category, and later served as CEO of Naturally Splendid Enterprises Ltd, a hemp and natural foods company. Mr. Mason has raised hundreds of millions in venture financing, and brings a strong record in corporate leadership, strategic growth and public company development across energy, mining and consumer sectors.

David Smith, director

Mr. Smith is a seasoned entrepreneur and business leader with over 30 years of experience in executive and board roles across public companies in the resource, technology and consumer sectors. He co-founded a diversified real estate development and sales firm that has operated successfully for more than 35 years, as well as two publicly traded environmental companies that were scaled and acquired. His strategic insight and creative approach to public company growth and venture capital financing make him a valued director of Atlantico.

Non-arm's-length relationships

It is anticipated that the transaction will not constitute a non-arm's-length transaction (as defined in the policies of the TSX-V). No non-arm's length party (as defined in the policies of the TSX-V) of the company has any beneficial interest, direct or indirect, in Atlantico prior to giving effect to the transaction and no such persons are also insiders (as defined in TSX-V Policy 1.1) of Atlantico.

It is anticipated that shareholder approval of the transaction will be required pursuant to TSX-V Policy 5.2 and that such shareholder approval may be obtained by written consent in accordance with TSX-V Policy 5.2.

Sponsorship

Sponsorship of a reverse takeover is required by the TSX-V unless exempt therefrom in accordance with the TSX-V's policies. In the absence of an available exemption from the sponsorship requirements, the company intends to make an application to the TSX-V for a waiver from sponsorship requirements. There is no assurance that if applied for, a waiver will be granted.

Filing statement

In connection with the transaction and pursuant to the requirements of the TSX-V, the company will file a filing statement on its issuer profile on SEDAR+, which will contain details regarding the transaction, the company, Atlantico and the company upon completion of the transaction.

All information contained in this news release with respect to Atlantico was supplied by Atlantico, and the company and its directors and officers have relied on Atlantico for such information.

Trading in the company's shares on the TSX-V is currently halted and will remain halted pending receipt and review of acceptable documentation regarding the transaction pursuant to TSX-V Policy 5.2

The company will issue a subsequent news release in due course containing the required financial statement disclosure for Atlantico and additional details regarding the transaction once confirmed.

We seek Safe Harbor.