Mr. Fabio Capponi reports

WESTERN ATLAS RESOURCES ANNOUNCES 4:1 SHARE CONSOLIDATION, C$4 MILLION PRIVATE PLACEMENT

Western Atlas Resources Inc. has entered into a binding letter of intent with three arm's-length parties, including VV8 Investment Holding Corp., to undertake a non-brokered private placement to raise gross proceeds of $4-million through the sale of common shares of the company. The common shares sold in the private placement will be issued at a price of six cents per common share after giving effect to a 1:4 consolidation of the company's common shares.

Consolidation

Western Atlas has an authorized capital consisting of an unlimited number of common shares without par value, of which 117,553,398 common shares are currently issued and outstanding. On completion of the consolidation, there will be 29,388,350 common shares of Western Atlas issued and outstanding. The number of postconsolidated common shares to be received will be rounded up to the nearest whole number for fractions of 0.5 or greater or rounded down to the nearest whole number for fractions of less than 0.5. A letter of transmittal with respect to the consolidation will be mailed to registered shareholders with instructions on how to exchange existing share certificates for new share certificates. A letter of transmittal will also be available on the company's profile on SEDAR+.

Pursuant to the provisions of the Business Corporations Act (British Columbia) and the articles of the company, the consolidation was approved by way of resolutions passed by the board of directors of the company.

The company will apply to the TSX Venture Exchange for approval of the consolidation. The company's common shares will commence trading on a postconsolidated basis on a date to be determined in consultation with the TSX-V, which date will be announced in a subsequent news release once it has been confirmed. The company's name and trading symbols will remain unchanged.

The private placement

The private placement will consist of the sale of 66,666,667 common shares of the company on a postconsolidation basis at a price of six cents per common share for gross proceeds of $4-million.

The private placement is subject to certain conditions, including the approval of the listing and trading of the common shares on the TSX-V. Under TSX-V policies, should any of the parties, as a result of the private placement, become a control person of the company, by holding 20 per cent or more of the company's issued and outstanding shares after closing, the approval of the company's shareholders will be required. Should this event materialize, Western Atlas will seek such approval from its shareholders at a special meeting of its shareholders following closing of the private placement. For the avoidance of doubt, the closing of the private placement shall not be conditional upon the receipt of such shareholder approval unless required by the TSX-V.

For so long as VV8 holds at least 20 per cent of the issued and outstanding common shares of the company, VV8 will be entitled to nominate two persons to serve as directors of the company.

No finders' fees or brokers' commissions are currently payable on the private placement. The company intends to close the private placement concurrently with the completion of the consolidation.

Proceeds from sale of the company's common shares shall be used by Western Atlas for the exploration and drilling at Western Atlas's Meadowbank gold project in Nunavut, Canada, for the potential acquisition of new mineral projects, and for general and administrative expenses.

There will be an update with respect to the closing date.

For so long as Aris Mining Corp. (formerly GCM Mining Corp.) holds at least 5 per cent of the company's outstanding common shares, it has a right to participate in any financing the company undertakes to maintain its existing percentage share ownership in the company. Aris currently holds approximately 25.44 per cent of the company's outstanding shares. The size of the placement may be increased if Aris exercises its participation right.

Corporate update

As announced by the company on May 15, 2023, Western Atlas entered into a binding agreement with Recursos Iberoamericanos S.L. (Riber), a company organized and existing under the laws of Spain. Under the agreement, Western Atlas and Riber have agreed to work together to identify and acquire mineral projects located in Latin America, including Venezuela, where the parties will act on an exclusive basis with respect to certain properties of potential interest. If such properties can be secured through the efforts of the parties as contemplated in the agreement, the company and Riber have agreed to enter joint venture agreements for the exploration and development of the assets. Any joint venture involving the company and Riber will be carried out through newly incorporated joint venture companies expected to be owned by Western Atlas and Riber on a 70/30 basis, with Western Atlas acting as the operator of the joint venture.

The company continues to search for potential opportunities in Latin America and intends to aggressively pursue any opportunity that will create value for its shareholders in jurisdictions of potential interest, if and when they become available.

About Western Atlas Resources Inc.

The company is publicly listed on the TSX Venture Exchange under the symbol WA. Western Atlas is focused on the acquisition and development of scalable precious metals projects in premier mining jurisdictions. Western Atlas's wholly owned subsidiary, 5530 Nunavut Inc., which was incorporated under the laws of Nunavut and registered under the Business Corporations Act (Northwest Territories) on Nov. 24, 2016, holds the company's 100-per-cent interest in the 580-square-kilometre Meadowbank project located in Nunavut, Canada.

We seek Safe Harbor.