Mr. M. Colin Joudrie reports

VENERABLE VENTURES ANNOUNCES UPSIZE OF BROKERED PRIVATE PLACEMENT OFFERING TO $40 MILLION

Due to strong market demand, Venerable Ventures Ltd. has agreed with its agents, Canaccord Genuity Corp. (lead agent and sole bookrunner), Haywood Securities Inc., Raymond James Ltd. and Research Capital Corp., to increase the size of its previously announced brokered best-effort private placement offering up to aggregate gross proceeds of approximately $40-million. The offering will consist of a combination of the following securities by the company and a wholly owned subsidiary of the company:

• Subscription receipts of CompanySubco (the non-flow-through subscription receipts) at a price of 56 cents per subscription receipt;
• Flow-through subscription receipts of the company at a price of 60 cents per flow-through subscription receipt;
• Charity flow-through subscription receipts of the company at a price of 84 cents per charity flow-through subscription receipt.

The net proceeds from sale of the non-flow-through subscription receipts will be used to explore the Minto copper-gold mine located in Yukon and for general and administrative purposes. The aggregate gross proceeds from the sale of the flow-through subscription receipts and charity flow-through subscription receipts will, upon issuance of the underlying common shares of the company, be used to incur eligible Canadian exploration expenses as defined in Subsection 66.1(6) of the Income Tax Act (Canada) that qualify as flow-through critical mineral mining expenditures as defined in Subsection 127(9) of the Income Tax Act (Canada).

Closing of the offering is targeted for Sept. 25, 2025, but in any event as soon as possible following the successful marketing of the offering and as agreed between the agents and the company.

The offering is being conducted in connection with the company's proposed transaction with an affiliate of the Selkirk First Nation to launch a new venture, which will hold a 100-per-cent interest in the project. For further details of the offering and the transaction, see the company's news release dated Aug. 26, 2025.

About Selkirk First Nation

Selkirk First Nation is centred in Pelly Crossing, a community in central Yukon, 280 kilometres north of Whitehorse. It is a self-governing first nation, having signed its final and self-government agreements in 1997. Selkirk owns 4,740 square kilometres of settlement land, including 2,408 square kilometres where Selkirk owns both the surface and subsurface. Selkirk First Nation is one of three self-governing Northern Tutchone First Nations in Yukon.

About Minto copper-gold-silver mine

The Minto mine is an idled, past-producing open-pit and underground copper-gold-silver mine located in central Yukon, on lands of the Selkirk First Nation. The site infrastructure includes a 4,100-tonne-per-day processing plant, a 400-person camp, water treatment facilities, numerous ancillary buildings and mobile equipment. 843093 Yukon Inc., a Yukon company, wholly owned indirectly by Selkirk First Nation, currently owns the project.

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