Mr. Michael Farrant reports

NEW BREAK ANNOUNCES UP TO $1 MILLION NON-BROKERED PRIVATE PLACEMENT OFFERING

New Break Resources Ltd. intends to undertake a non-brokered private placement offering of up to 3.75 million non-flow-through units at eight cents per unit for gross proceeds of up to $300,000 and seven million flow-through units at a price of 10 cents per FT unit, for gross proceeds of up to $700,000. The company will make a provision for an overallotment option to allow the purchase of up to 1.25 million additional eight-cent units beyond the number of units contemplated in this offering. If the overallotment option is fully exercised, the total gross proceeds will be $400,000 from the sale of five million units.

Each unit consists of one common share of the company and one common share purchase warrant, with each warrant entitling the holder thereof, to purchase one additional common share of the company at a price of 12 cents for a period of 24 months from the date of closing.

Each FT unit consists of one common share that will qualify as a flow-through share (within the meaning of Subsection 66(15) of the Income Tax Act (Canada) and one common share purchase warrant, with each warrant entitling the holder thereof to purchase one additional non-flow-through common share of the company at a price of 15 cents for a period of 24 months from the date of closing.

The warrants are subject to an acceleration clause, whereby if the closing price of the common shares of the company on the Canadian Securities Exchange is equal to 25 cents or higher for five non-consecutive trading days, over a 365-day period, the company may accelerate the expiry of the warrants to the date that is 20 business days from the date of the issuance of a news release by the company announcing the exercise of the acceleration right.

All securities issued under the offering are subject to a four-month-and-one-day statutory hold period. The net proceeds from the sale of the units will be used for general working capital purposes, while the gross proceeds from the sale of the FT units will be used for Canadian exploration expenses (CEE) and will qualify as flow-through mining expenditures as defined in the Income Tax Act (Canada). More specifically, it is expected that the proceeds of the offering will be used to finance a planned drilling program at the company's Moray property, located approximately 49 kilometres south of Timmins, Ont., and 32 kilometres northwest of the Young-Davidson gold mine, operated by Alamos Gold Inc., and to advance the New Break's Sundog gold project in Kivalliq region, Nunavut. The company will renounce such CEE to the purchasers of the FT units with an effective date of no later than Dec. 31, 2023.

Finder's fees may be payable to qualified individuals pursuant to which the finder may receive a finder fee equal to up to 6 per cent of the gross proceeds received by the company from purchasers under the offering who were introduced to the company by such finder and finder warrants entitling the finder to purchase that number of common shares of the company equal to up to 6 per cent of the aggregate number of units or FT units sold by such finder under the offering.

The closing of the offering is anticipated to take place on or about Dec. 28, 2023, or such other date as the company may agree. The closing is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Canadian Securities Exchange.

About New Break Resources Ltd.

New Break is a Canadian mineral exploration company with a dual vision for value creation. In Northern Ontario, New Break is focused on its Moray project, in a well-established mining camp, within proximity to existing infrastructure, while at the same time, through its prospective landholdings in Nunavut that include the Sundog, Esker-Noomut, Sy and Angikuni Lake properties, it provides its shareholders with significant exposure to the vast potential for exploration success in one of the most up-and-coming regions in Canada for gold exploration and production. New Break is supported by a highly experienced team of mining professionals committed to placing a premium on environmental, social and corporate governance.

We seek Safe Harbor.