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Enter Symbol
or Name
USA
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Southern Empire Resources Corp
Symbol SMP
Shares Issued 74,847,800
Close 2026-05-29 C$ 0.065
Market Cap C$ 4,865,107
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Southern Empire closes $1.83-million private placement

2026-06-05 04:19 ET - News Release

Subject: News Release - Southern Empire Resources Corp. PDF Document

File: Attachment 260605 - SMP - NR .pdf

TSX-V: SMP Frankfurt: 5RE

News Release June 5, 2026

SOUTHERN EMPIRE CLOSES OVERSUBSCRIBED PRIVATE PLACEMENT FINANCING

Vancouver, British Columbia, June 5, 2026 SOUTHERN EMPIRE RESOURCES CORP. (TSXV: SMP, FSE: 5RE) (the "Company" or "Southern Empire") is pleased to announce that is has closed its previously announced non-brokered private placement financing of 26,152,200 common shares ("Common Shares") at a price of $0.07 per Common Share for gross proceeds of up to $1,830,654 (the "Offering"). This represents an oversubscription of $80,654 from the amount previously announced on May 26, 2026.

The securities issued under the Offering are subject to resale restrictions for a period of four months from the date of issue. In connection with the Offering, the Company paid a total finders fees of $39,000. The proceeds from the Offering will be used for exploration on Southern Empire's mineral properties as well as for general working capital purposes.

Dale Wallster, the Chief Executive Officer and a director of the Company, subscribed for 437,967 Common Shares in the Offering for $30,657.69 through Mackenzie Corporation. Andrew Davidson, the Chief Financial Officer and a director of the Company, subscribed for 1,200,000 Common Shares in the Offering for $84,000 through Jaelky Holdings Inc.

The participations by Mr. Wallster and Mr. Davidson constitute "related party transactions" as defined under Multilateral Instrument 61-101 ("MI 61-101"). However, the Company expects to be exempt from the formal valuation and minority shareholder approval requirements of Sections 5.5(a) and 5.7(a) of MI 61-101, as the value of their combined participation does not exceed 25% of the Company's market capitalization.

About Southern Empire Resources Corp.

Southern Empire is focused on the acquisition, exploration and development of metals and minerals deposits in North America.

In northeastern Durango State, Mexico, Southern Empire has an option to acquire a 100-per-cent beneficial interest in the 1,750-hectare Pedro Gold Project. At Pedro, in the spring of 2022, Southern Empire drilled gold mineralization approximately 800 metres from 2014 drilling by a subsidiary of Newmont Mining Corporation. Gold mineralization, associated with highly anomalous arsenic (orpiment and realgar common), antimony, mercury and thallium, has been identified hosted in permeable basal conglomerates deposited during Oligocene extensional deformation, the latter forming widespread Basin and Range physiography along the easter part of Sierra madre Occidental. Gold is present in 12 of the 17 drill holes drilled at Pedro to date. Please see Southern Empire's news release posted on SEDAR+ for further details.

In the Cargo Muchacho mountains of Imperial County, California, Southern Empire owns 100 percent of the historical gold-producing Americal Girl mine property and holds options to acquire a 100 percent interest in the adjacent 2,160-hectare (5,338 acre) Oro Cruz Property located approximately 22.5 kilometres (14 miles) southeast of the operating Mesquite gold mine of Equinox Gold Corp.

At Oro Cruz, extensive historical drilling and large-scale open-pit and underground mining of the American Girl, Padre y Madre, Queen, and Cross oxide gold deposits by the Americal Girl Mining Joint Venture ("AGMJV") occurred between 1987 and 1996. During that time, gold was recovered by either heap leaching of lower-grade, or milling of higher-grade ores until AGMJV operations ceased in late 1996 because of declining gold prices leaving the Oro Cruz Property with many gold exploration targets in addition to a historical inferred resource estimate, reported in 2011 by Lincoln Mining Corp., totaling 341,800 ounces gold based on 4,386,000 tonnes averaging 2.2 grams gold per tonne (g Au /t) at a cut-off grade of 0.68g Au/t (4,835,000 tonnes at 0.07 ounces of gold per ton; please refer to the Cautionary Notice Regarding the Oro Crus Property Historical Resource Estimate below).

On behalf of the Board of Directors of Southern Empire Resources Corp., Dale Wallster, CEO and Director.

For further information on Southern Empire, please visit: www.smp.gold and SEDAR+ or contact: Lubca Keighery, (778) 889-5476, lubica@smp.gold.

Cautionary Notice on Forward-Looking Information

Information provided in this news release may contain forward-looking information or forward-looking statements that are based on assumptions as of the date of this news release. Such information or statements reflect management's current estimates, beliefs, intentions, and expectations and are not guarantees of future performance. Southern Empire cautions that all forward-looking statements are inherently uncertain and that actual performance may be affected by many material factors, many of which are beyond its respective control. Such factors include, among other things: risks and uncertainties identified in its annual and interim financial statements and management discussion and analysis. Accordingly, actual and future events, conditions, and results may differ materially from the estimates, beliefs, intention, and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, Southern Empire undertakes no obligation to publicly update or revise forward-looking information.

Cautionary Notice Regarding Historical Resource Estimate

The Oro Cruz Project historical resource estimate is disclosed in a technical report dated April 29, 2011, prepared for Lincoln Mining Corp. by Tetra Tech, Inc. and filed on the Canadian Securities Administrators' System for Electronic Document Analysis and Retrieval ("SEDAR"). It is terms an inferred mineral resource, which is a category set out in NI 43-101. It was based on historical reverse circulation and core drill hole sample, underground channel sample, and blasthole sample assay results and calculated using ordinary kriging to estimate gold grades in 10-foot-by-10-foot-by-five-foot blocks. Accordingly, Southern Empire considers this historical estimate reliable as well as relevant as it represents key targets for future exploration work. However, a QP has not done sufficient work to verify or classify the historical estimates as a current mineral resource and Southern Empire is not treating this historical estimate as current mineral resources.

Neither the TSX Venture Exchange not its Regulation Services Provider (as that term is defined in the policies of the Exchange) accept responsibility for the adequacy or accuracy of this release.

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