Mr. Jordan Trimble reports

SKYHARBOUR ANNOUNCES CLOSING OF OPTION AND PURCHASE AGREEMENTS WITH HATCHET URANIUM FOR SEVERAL OF ITS URANIUM PROJECTS LOCATED IN THE ATHABASCA BASIN

Further to Skyharbour Resources Ltd.'s news release dated Nov. 4, 2024, the closing has occurred on the option agreement with Hatchet Uranium Corp., whereby Hatchet may acquire an 80-per-cent interest in the company's 17,606-hectare Highway uranium property, and a 100-per-cent interest, subject to a clawback provision for Skyharbour, in the company's Genie, Usam and CBX/Shoe uranium projects. The properties total 66,358 hectares and are all located in the Athabasca basin of Northern Saskatchewan, Canada. The agreement on the optioned property provides Hatchet an opportunity to earn an 80-per-cent interest in the claims over a three-year period by fulfilling combined cash, share issuance and exploration expenditure commitments of $3,345,000. For the purchased property, Skyharbour will also receive units in the capital of Hatchet, each consisting of a share and a warrant, equal to 9.9 per cent of the issued and outstanding shares of Hatchet.

Terms of the optioned property

The optioned property, Highway, consists of nine mineral claims comprising approximately 17,606 hectares. Hatchet may acquire an 80-per-cent interest in the optioned property by: (i) issuing common shares in the capital of Hatchet having an aggregate value of $1.05-million; (ii) making aggregate cash payments of $245,000; and (iii) incurring an aggregate of $2.05-million in exploration expenditures on the optioned property over a three-year period, as shown in the attached table.

In the event that the issuance of any shares pursuant to the above would result in the company holding 10 per cent or more of the outstanding Shares of Hatchet, Hatchet will issue that number of shares that would result in the company receiving 9.9 per cent of the issued and outstanding shares postissuance and will pay cash in lieu of the shares for the difference.

The company shall retain a 2-per-cent net smelter return (NSR) royalty from minerals mined and removed from the optioned property, of which Hatchet may purchase one-half, being 1 per cent, at any time for $1-million.

Terms of the purchased property

The purchased property consists of 25 mineral claims comprising approximately 66,358 hectares across the Genie, Usam and CBX/Shoe projects. Hatchet has acquired a 100-per-cent interest in the purchased property by, on the date of closing, paying the company $25,000 and issuing to the company such number of units in the capital of Hatchet equal to 9.9 per cent of the issued and outstanding shares immediately following the issuance. Each Hatchet unit shall comprise one share and one share purchase warrant, entitling Skyharbour to purchase one additional share for a period of three years at a price that is a 25-per-cent premium to the deemed value of the shares in both years 1 and 2, and then increases to a 50-per-cent premium to the issuance value of the shares in year 3.

The company shall retain a clawback provision whereby, within 90 days after the third anniversary of the closing date, the company may elect by written notice to Hatchet of its intention to purchase back a 25-per-cent interest in the purchased property by, within 90 days of delivery of such notice, incurring exploration expenditures or paying cash in lieu of to finance future exploration, equivalent to 50 per cent of the total amount that Hatchet had spent during the term that is three years from the closing date in exploration expenditures on the purchased property. If Hatchet has not incurred any exploration expenditures during the three years following the closing date, then Skyharbour shall automatically receive the 25-per-cent interest in the property.

The company shall also retain a 2-per-cent net smelter return royalty from minerals mined and removed from the purchased property, of which Hatchet may purchase one-half, being 1 per cent, at any time for $2-million.

One of the conditions precedent for Hatchet prior to closing on both agreements was to close a financing for minimum gross proceeds of $1.5-million, which is now complete. Furthermore, Hatchet will proceed to list on the TSX Venture Exchange or the Canadian Securities Exchange, or will have sold its interest to or combined with a similarly listed issuer. If this is not complete within 18 months, Hatchet's right to acquire the purchased property will terminate. If after 12 months Hatchet has not listed then it shall pay Skyharbour a monthly fee of $10,000 until such conditions are satisfied or an aggregate of $60,000 has been paid, whichever occurs first.

Highway property summary

The Highway uranium project consists of nine claims covering 17,606 hectares, approximately 41 kilometres south of the Rabbit Lake mine and 11 kilometres southwest of Uranium Energy Corp.'s (UEC, formerly UEX) West Bear uranium (U) and Co-Ni (copper and nickel) deposits. Highway 905 runs through the property, providing excellent access for exploration and the project is in close proximity to regional infrastructure. There has been limited modern exploration carried out on the project, but there is the potential for high-grade basement-hosted and unconformity-related uranium mineralization.

The project is underlain by Wollaston Supergroup metasedimentary gneisses (pelitic to psammopelitic and psammitic to meta-arkosic) folded around and overlying an Archean felsic gneiss dome, which outcrops in the southwestern portion of the property and cores a northeast-trending antiformal fold nose. The Highway project is located approximately seven kilometres east of the present-day margin of the Athabasca basin but is believed to have been covered by Athabasca sandstone in the past.

Genie property summary

The Genie property consists of five claims totalling 16,930 hectares, and is located approximately 48 kilometres northeast of Cameco's Eagle Point uranium mine (Rabbit Lake operation) and 40 kilometres north of Wollaston Lake Post. The project is underlain by Wollaston Superground metasedimentary gneisses and Archean granitoids, with highly prospective pelitic to psammopelitic gneisses (including graphitic varieties) and several north-trending faults related to the Tabbernor fault system being mapped on the property. The project lies outside the current extent of the Athabasca basin, but is believed to have been overlain by now-eroded Athabasca sandstones in the past, and has the potential for high-grade basement-hosted and unconformity-related uranium mineralization. The property is underlain by a series of linear magnetic highs (interpreted as granitoids) and magnetic lows (interpreted as metasedimentary gneisses), crosscut by a highly magnetic northwest-trending Mackenzie Diabase dike.

Previous work on the Genie project includes limited diamond drilling (three historical drill holes, of which one was abandoned in overburden), and a variety of airborne and ground geophysical surveys, prospecting, geological mapping, lake sediment and overburden sampling, and soil sampling. Most of this exploration work took place between 1966 and 1980, prior to the advent of modern geophysical methods and geological models, but in 2014, part of the Genie property was covered by a helicopter-borne DIGHEM magnetic, electromagnetic and radiometric survey. The survey showed a strong central EM (electromagnetic) conductor following a magnetically inferred contact on the two northeastern most claims, which is locally disrupted by several moderately conductive north-south-trending structural breaks, inferred to be faults. This strong conductor is highly prospective for uranium mineralization, and drilling done in 1969 and 1971 has confirmed the presence of graphitic and sulphide-containing pelitic gneisses on the property. Lake sediment samples also collected at Genie during the 2014 exploration program, contained up to 63.3 parts per million (ppm) U, further showcasing the prospectivity of the property.

Usam property summary

The Usam project consists of 12 claims totalling 40,041 hectares and is located approximately 16 kilometres northeast of Cameco's Eagle Point mine (Rabbit Lake operation). The project has numerous EM conductors that are associated with significant magnetic lows of the Wollaston domain. While the project is outside the current confines of the Athabasca basin, the area was overlain by Athabasca sandstones historically. Basement rocks on the property include Wollaston Supergroup metasediments and Archean granitoid gneisses, with highly prospective pelitic to psammopelitic gneisses (including graphitic varieties) making up the largest proportion of the basement rocks. Several north-trending faults related to the Tabbernor fault system crosscut the property.

Previous work on the project includes diamond drilling (12 holes), lake sediment sampling, soil sampling, geological mapping, ground and airborne geophysics, marine seismic, prospecting, and other geochemical sampling, the majority of which was done in the 1980s and 1970s. Modern exploration of the property has been limited to geophysics and ground prospecting. As such, there is a significant untested potential on the project. Trenching on Cleveland Island uncovered up to 0.31 per cent U3O8 in mineralized pegmatite and diamond drilling on Gilles Island intersected anomalous uranium, indicating that the basement rocks underling the Usam property are fertile sources of uranium in addition to containing pegmatite- and granite-hosted U-Th-REE (uranium, thorium and rare earth element) mineralization. There are also several sedimentary-hosted base metals (Cu and zinc (Zn)) showings on the project and in the surrounding area, which show similarities to the sedimentary-hosted Cu mineralization previously discovered by Rio Tinto and its partners at the Janice Lake project farther southwest in the Wollaston domain.

CBX/Shoe property summary

The CBX property has been recently expanded through staking to include five additional claims adjoining the previously staked CBX and Shoe properties, which have been combined to include a total of seven claims covering 8,777 hectares. The 609-hectare Shoe property has remained unchanged, with both CBX and Shoe now consisting of eight non-contiguous claims totalling 9,386 hectares.

The new claims lie approximately 6.5 kilometres to 25 kilometres northeast of the Eagle Point uranium mine and cover the northern shore of Wollaston Lake, including parts of Cunning Bay. Outcrop exposure on the property is poor, but historical mapping and drilling show that the newly expanded CBX project is underlain by a mixture of Wollaston Supergroup metasedimentary gneisses, Hudsonian intrusives and Archean felsic gneisses of the Western Wollaston domain. Similar lithologies host uranium mineralization at the Rabbit Lake operation, including the Eagle Point deposit, and other uranium deposits in the Athabasca basin and surrounding regions. The CBX and Shoe properties have had historical exploration, including airborne and ground geophysical surveys, lake sediment, soil, and spruce geochemical surveys, till sampling, prospecting, geological mapping, and a marine seismic survey, but the majority of this work took place in the 1960s to 1980s, with limited modern exploration work being carried out on a small portion of the CBX and Shoe properties.

Grant of incentive stock options

Skyharbour also announces that the company has granted 3.5 million incentive stock options to officers, directors and consultants of the company. The options are exercisable at 40 cents per share for a period of five years from the date of grant. The options have been granted under and are governed by the terms of the company's incentive stock option plan.

Qualified person

The technical information in this news release has been prepared in accordance with the Canadian regulatory requirements set out in National Instrument 43-101, and reviewed and approved by Serdar Donmez, PGeo, vice-president of exploration for Skyharbour, as well as a qualified person.

About Skyharbour Resources Ltd.

Skyharbour holds an extensive portfolio of uranium exploration projects in Canada's Athabasca basin and is well positioned to benefit from improving uranium market fundamentals with interest in 36 projects covering over 614,000 hectares (over 1.5 million acres) of land. Skyharbour has acquired from Denison Mines, a large strategic shareholder of the company, a 100-per-cent interest in the Moore uranium project, which is located 15 kilometres east of Denison's Wheeler River project and 39 kilometres south of Cameco's McArthur River uranium mine. Moore is an advanced-stage uranium exploration property with high-grade uranium mineralization in several zones at the Maverick corridor. Adjacent to the Moore project is the Russell Lake uranium project, in which Skyharbour is operator with joint venture partner RTEC. The project hosts widespread uranium mineralization in drill intercepts over a large property area with exploration upside potential. The company is actively advancing these projects through exploration and drilling programs.

Skyharbour also has joint ventures with industry leader Orano Canada Inc., Azincourt Energy and Thunderbird Resources at the Preston, East Preston and Hook Lake projects, respectively. The company also has several active earn-in option partners, including: Canadian Securities Exchange-listed Basin Uranium Corp. at the Mann Lake uranium project; TSX Venture Exchange-listed North Shore Uranium at the Falcon project; UraEx Resources at the South Dufferin and Bolt projects; Hatchet Uranium at the Highway project; CSE-listed Mustang Energy at the 914W project; and TSX-V-listed Terra Clean Energy at the South Falcon East project. In aggregate, Skyharbour has now signed earn-in option agreements with partners that total to over $36-million in partner-financed exploration expenditures, over $20-million worth of shares being issued and $14-million in cash payments coming into Skyharbour, assuming that these partner companies complete their entire earn-ins at the respective projects.

Skyharbour's goal is to maximize shareholder value through new mineral discoveries, committed long-term partnerships and the advancement of exploration projects in geopolitically favourable jurisdictions.

We seek Safe Harbor.