Mr. Matthew Roma reports

ZINCORE, TO BE RENAMED GOLDEN CROSS RESOURCES, COMPLETES UPSIZED PRIVATE PLACEMENT OF SUBSCRIPTION RECEIPTS FOR GROSS PROCEEDS OF $4,680,140

Zincore Metals Inc. has completed its upsized non-brokered private placement of 31,200,930 subscription receipts of the company at a price of 15 cents per subscription receipt for aggregate gross proceeds of $4,680,139.55.

The financing was completed in connection with the company's proposed acquisition of the Reedy Creek and Providence gold projects in Victoria, Australia (collectively, the project) from Great Pacific Gold Corp. (the vendor). As previously announced, the company entered into a share purchase agreement dated effective Dec. 3, 2024, among the company, the vendor and 1513609 B.C. Ltd., a wholly owned subsidiary of the vendor (B.C. Subco), pursuant to which, subject to regulatory approval, the company will acquire 100 per cent of the issued and outstanding shares of B.C. Subco (the proposed transaction), which will hold, through an Australian subsidiary, a 100-per-cent interest in and to the project.

On or prior to the closing of the proposed transaction, the company will complete a consolidation of its issued and outstanding common shares (the preconsolidation common shares in the authorized structure of the company being referred to as, the common shares) on the basis of one new common share in the authorized structure of the company (the postconsolidation common shares) for each 2.5 old common shares. It is also anticipated that concurrent with the completion of the proposed transaction the company will change its name to Golden Cross Resources Inc.

The proceeds of the financing have been placed into escrow pending closing of the proposed transaction. Upon satisfaction of certain release conditions, which include the completion of the proposed transaction, each subscription receipt will be deemed to be exercised, without payment of any additional consideration and without further action on the part of the holder thereof, for one postconsolidation common share, and the escrowed subscription funds will be released to the company. Should the escrow release conditions not be satisfied or waived, or if the proposed transaction is not completed, the subscription receipts will be cancelled, and the escrowed funds will be returned to subscribers.

In connection with the financing, upon exercise of the subscription receipts, the company will pay finders' fees to eligible finders consisting of $173,978.97.

The proceeds of the financing will be used to finance (i) expenses of the proposed transaction and the financing, (ii) the exploration and development of the project, and (iii) working capital requirements of the company following completion of the proposed transaction. The financing remains subject to the final approval of the TSX Venture Exchange. All securities issued in connection with the financing are subject to a statutory hold period of four months plus one day in accordance with Canadian securities legislation.

Proposed officer appointment

In connection with the closing of the proposed transaction, the company expects to appoint Alan Till as the company's vice-president of exploration. Mr. Till is an exploration geologist with over 17 years of experience in base metals, gold, mineral sands and graphite. He holds a BSc in applied geology from Curtin University, is a member of the Australasian Institute of Mining and Metallurgy, and a fellow of the Geological Society of London. He has worked predominantly in Australia and East Africa, with Legend Mining, Moly Mines and Odin Metals, and has been involved with the discovery and development of a number of economic mineral deposits. Mr. Till was the lead geologist for the discovery of the Mahenge Graphite Deposits for Black Rock Mining in Tanzania.

For additional details regarding the proposed transaction and the project, please see the company's news releases dated Dec. 4, 2024, and Feb. 13, 2025, which are available under the company's SEDAR+ profile.

About Zincore Metals Inc.

Zincore is a Vancouver-based company, with common shares which trade on the NEX board of the exchange under the symbol ZNC.H.

We seek Safe Harbor.