Mr. Sorin Posescu reports

VALHALLA METALS ANNOUNCES UPSIZE TO PRIVATE PLACEMENT

Valhalla Metals Inc., due to strong investor demand, has increased the size of its non-brokered private placement of subscription receipts previously announced on April 30, 2026. Pursuant to the upsized offering, the company will raise aggregate gross proceeds of up to $12.5-million, at a price of 65 cents per subscription receipt.

The offering is being undertaken in connection with the company's previously announced acquisition of the copper-gold-silver-zinc Smucker project from Teck American Inc., a subsidiary of Teck Resources Ltd. (see news release dated April 21, 2026). The completion of the offering is a condition to the closing of the transaction which is expected to be completed in June, 2026.

The net proceeds of the offering are expected to finance exploration expenditures at the company's Sun property (approximately $8-million), including a drill program, and, at the company's combined Smucker project following completion of the transaction, for mapping and survey work (approximately $300,000), plus for general and administrative costs.

Subscription receipt terms

The gross proceeds of the offering will be placed in escrow pending completion, satisfaction or waiver of all conditions precedent to the transaction in accordance with its terms. Upon satisfaction of the escrow release condition, the proceeds of the offering will be released from escrow and the subscription receipts will, without any further action by the holder of such subscription receipt and for no additional consideration, be automatically converted into common shares in the capital of the company. If (i) the escrow release condition is not satisfied by 5 p.m. Vancouver time on the date that is 90 days following the closing of the offering; or (ii) the transaction does not proceed, then the subscription receipts will be cancelled and the escrowed funds will be returned to the holders.

The offering is subject to customary closing conditions. The company may pay finders' fees in connection with the offering, in accordance with applicable securities laws and the policies of the TSX Venture Exchange, if applicable, provided, however, that only 50 per cent of such finders' fees may be payable upon the closing of the offering, with the remaining finders' fees being payable upon the satisfaction of the escrow release condition. To the extent that the escrowed funds are insufficient to return to holders an amount equal to the original purchase price of the subscription receipts, the company will be responsible for any shortfall. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in any jurisdiction. The subscription receipts, and the common shares issuable upon conversion thereon, will be subject to a four-month hold period under applicable securities laws.

The company reserves the right to increase the size of the upsized offering by 20 per cent in the context of the market.

About Valhalla Metals Inc.

Valhalla Metals is a mineral exploration and development company focused on the advancement of its mineral projects toward feasibility. Valhalla's flagship project is the Sun copper-zinc-lead-gold-silver VMS (volcanogenic massive sulphide) project, located in Ambler mining district, northwestern Alaska. Valhalla Metals shares trade on the TSX Venture Exchange under the ticker symbol VMXX and OTCQB under the ticker symbol VMXXF. .com.

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