Mr. Max Porterfield reports

VISIONARY COPPER AND GOLD MINES INC. CLOSES FINAL TRANCHE OF PRIVATE PLACEMENT FINANCING

Visionary Copper and Gold Mines Inc. has closed the second and final tranche of its previously announced non-brokered private placement (see news releases dated Oct. 22, 2025, and Dec. 9, 2025) by issuing 1,333,334 charity flow-through units at $1.11 per flow-through unit for gross proceeds of $1,480,000.74 and 267,176 Manitoba charity flow-through units at $1.31 per Manitoba flow-through unit for gross proceeds of $350,000.56. In total, the company raised $3,040,262 under the non-brokered private placement.

The company confirms that the flow-through units and Manitoba flow-through units previously disclosed on Oct. 22, 2025, and Dec. 9, 2025, are charity flow-through units. Each flow-through unit and Manitoba flow-through unit consist of one flow-through common share and one-half of one transferable common share purchase warrant. Each warrant shall be exercisable into one additional common share for two years from closing at an exercise price of $1.10 per warrant share. The company has the right to accelerate the expiry date if, at any time, the volume-weighted average price of the common shares on the principal exchange or market on which the common shares trade is equal to or greater than $1.50 for 10 consecutive trading days. In the event of acceleration, the expiry date will be accelerated to a date that is 30 days after the company issues the acceleration notice through a news release, provided that the acceleration notice is issued within 10 business days after the end of the particular 10-day period.

The securities issued under the offering are subject to restrictions on resale for a period of four months from the date of issue. Under the first tranche of the offering, the company paid finders a cash fee of $6,750. No finders' fees were paid under the second tranche of the offering.

The gross proceeds from the sale of flow-through units will be used by the company to incur eligible Canadian exploration expenses that will qualify as flow-through critical mineral mining expenditures as both terms are defined in the Income Tax Act (Canada) related to the Point Leamington project in Newfoundland. All qualifying expenditures will be renounced in favour of the subscribers of the flow-through shares effective Dec. 31, 2025.

Debt settlement

The company also announces that it has agreed to settle with certain creditors indebtedness totalling $584,532 by issuing a total of 446,043 common shares of the company. The creditors are arm's length to the company. The shares issued will be subject to restrictions on resale for a period of four months from the date of issue. Closing of the debt settlement is subject to acceptance of the TSX Venture Exchange.

About Visionary Copper and Gold Mines Inc.

Visionary Copper and Gold Mines is advancing its portfolio of base- and precious-metal-rich deposits located in established Canadian mining jurisdictions. The focus of the portfolio is highlighted by the 100-per-cent-owned Point Leamington deposit in Newfoundland, located in one of the richest VMS (volcanogenic massive sulphide) and gold districts in Canada. The company prepared a pit-constrained indicated mineral resource of 5.0 million tonnes grading 2.5 grams per tonne gold equivalent for 402,000 ounces AuEq (145,700 ounces gold, 60.0 million pounds copper, 153.5 million pounds zinc, 2.0 million ounces silver and 1.5 million pounds lead), a pit-constrained inferred mineral resource of 13.7 million tonnes grading 2.24 g/t AuEq for 986,500 ounces AuEq (354,800 ounces gold, 110.2 million pounds copper, 527.3 million pounds zinc, 6.2 million ounces silver and 7.0 million pounds lead) and an out-of-pit inferred mineral resource of 1.7 million tonnes grading 3.06 g/t AuEq for 168,500 ounces AuEq (65,400 ounces gold, 13.3 million pounds copper, 102.9 million pounds zinc, 1.4 million ounces silver and 2.6 million pounds lead) (see news release dated Oct. 25, 2021). Additionally, the company is permitting the Rainbow deposit at its VMS-rich Pine Bay project located near existing infrastructure in the Flin Flon mining district. The company prepared an indicated mineral resource on the Rainbow deposit of 3.44 million tonnes grading 3.59 per cent copper equivalent for 272.4 million pounds CuEq (238.3 million pounds Cu, 56.9 million pounds zinc, 37,600 ounces gold, 692,800 ounces silver and 2.3 million pounds lead), an inferred mineral resource on the Rainbow deposit of 1.28 million tonnes grading 2.95 per cent CuEq containing 83.4 million pounds CuEq (72.1 million pounds copper, 19.5 million pounds zinc, 11,100 ounces gold, 222,200 ounces silver and 800,000 pounds lead) and an inferred mineral resource at the Pine Bay deposit of 1.0 million tonnes grading 2.62 per cent copper containing 58.1 million pounds copper (see news release dated July 10, 2023). Additionally, the portfolio includes the Nash Creek project, located in the VMS-rich Bathurst mining district of New Brunswick. A 2018 PEA (preliminary economic assessment) generates a strong economic return with a pretax internal rate of return of 34.1 per cent (25.2 per cent after tax) and net present value (discounted at 8 per cent) of $230-million ($128-million after tax) at $1.25 zinc (see news release dated May 14, 2018).

We seek Safe Harbor.