Mr. Jason Cubitt reports

ProAm Explorations Corp. has closed the first tranche of its previously announced private placement through the issuance of 1,833,333 units for gross proceeds of $275,000. Each unit consists of one share and one-half of one transferable share purchase warrant, with each whole warrant being exercisable at a price of 20 cents for two years from the date of issuance.

The funds will be used for general working capital purposes and project-related historical data compilation and interpretation.

A total of $5,530 ($1,050 to Leede Financial, $1,750 to Stephen Avenue Securities and $2,730 to Ventum Financial) was payable in cash as finders' fees.

The securities issued pursuant to the private placement are subject to a statutory hold period expiring on Aug. 10, 2026.

Rodney Stevens, a director of the corporation, subscribed for 200,000 units for gross proceeds of up to $30,000. The issuance of units to Mr. Stevens pursuant to the private placement is considered a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company relies on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of MI 61-101 on the basis that participation in the private placement by insiders will not exceed 25 per cent of the fair market value of the company's market capitalization. The company will file a material change report in respect of the related party transactions in connection with the private placement.

The private placement received conditional approval from the TSX Venture Exchange and is subject to final approval of the TSX-V.