Mr. Blaine Monaghan reports

PACIFIC RIDGE ANNOUNCES BROKERED PRIVATE PLACEMENT FOR GROSS PROCEEDS OF UP TO C$4 MILLION

Pacific Ridge Exploration Ltd. has entered into an agreement with Red Cloud Securities Inc. to act as sole agent and bookrunner in connection with a best effort private placement for aggregate gross proceeds of up to $4-million from the sale of the following:

• Up to 15 million units of the company at a price of 20 cents per unit for gross proceeds of up to $3-million; and
• Up to 4,347,826 flow-through units of the company at a price of 23 cents per FT unit for gross proceeds of up to $1-million.

Each unit will consist of one common share of the company and one common share purchase warrant. Each FT unit will consist of one common share of the company to be issued as a flow-through share within the meaning of Subsection 66(15) of the Income Tax Act (Canada) and one warrant.

Each warrant will entitle the holder thereof to purchase one common share of the company at a price of 28 cents at any time on or following the date that is 61 days following the closing date (as defined herein) until the date that is 36 months following the closing date.

The company also grants the agent an option, exercisable in full or in part, up to 48 hours prior to the closing of the marketed offering, to raise up to an additional $1-million in gross proceeds from the sale of any combination of units and FT units at their respective offering prices, subject to the maximum sale of 4,196,734 units under the agent's option. The marketed offering and the securities issuable upon exercise of the agent's option shall be collectively referred to as the offering.

The company intends to use the net proceeds of the offering for continued drilling at the RDP copper-gold project and for a restart of drilling at the Kliyul copper-gold project, both located in British Columbia, as well as for general working capital and corporate purposes, as is more fully described in the offering document (as defined herein).

Gross proceeds from the sale of FT shares will be used to incur resource exploration expenses, which will constitute Canadian exploration expenses as defined in Subsection 66.1(6) of the Income Tax Act and, provided the Income Tax Act is amended as proposed by the Department of Finance press release on March 3, 2025, flow-through mining expenditures as defined in Subsection 127(9) of the Income Tax Act and such qualifying expenditures will be renounced (on a pro rata basis) to each subscriber for FT shares with an effective date of no later than Dec. 31, 2025, in accordance with the Income Tax Act.

Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 (Prospectus Exemptions), the units will be offered for sale to purchasers resident in the provinces of British Columbia, Alberta, Manitoba, Saskatchewan and Ontario pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106, as amended by co-ordinated blanket order 45-935 (Exemptions from Certain Conditions of the Listed Issuer Financing Exemption). The securities of the company issuable from the sale of such units are expected to be freely tradable in accordance with applicable Canadian securities legislation if sold to purchasers resident in Canada. The units may also be offered in the United States or to, or for the account or benefit of, U.S. persons, by way of private placement pursuant to the exemptions from the registration requirements provided for under the U.S. Securities Act of 1933, as amended, and in jurisdictions outside of Canada and the United States 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.

The FT units will be offered by way of the accredited investor and minimum amount investment exemptions under NI 45-106 in the Canadian offering jurisdictions. The securities of the company issuable from the sale of such FT units will be subject to a restriction period ending on the date that is four months plus one day following the closing date in accordance with applicable Canadian securities legislation.

There is an offering document related to the offering that can be accessed under the company's profile at SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.

The offering is anticipated to close on or about Aug. 29, 2025, or such other date as the company and the agent may agree. Completion of the offering is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

About Pacific Ridge Exploration Ltd.

A Fiore group company, Pacific Ridge has a goal to become British Columbia's leading copper exploration company. The Kliyul copper-gold project, located in the prolific Quesnel terrane close to existing infrastructure, is the company's flagship project. In addition to Kliyul, Pacific Ridge's project portfolio includes the RDP copper-gold project, the Chuchi copper-gold project, the Onjo copper-gold project and the Redton copper-gold project, all located in British Columbia. The company would like to acknowledge that its B.C. projects are in the traditional, ancestral and unceded territories of the Gitxsan Nation, McLeod Lake Indian Band, Nak'azdli Whut'en, Takla Nation and Tsay Keh Dene Nation.

We seek Safe Harbor.