Mr. Yari Nieken reports

MARGARET LAKE DIAMONDS CLOSES PRIVATE PLACEMENT

Margaret Lake Diamonds Inc. closed the second and final tranche of its non-brokered private placement on July 18, 2022. The first tranche of the non-brokered private placement closed on June 17, 2022, raising aggregate gross proceeds of $777,368.

The second tranche consists of the issuance of:

• An aggregate of 5,550,285 units of the company at a price of 14 cents per unit for gross proceeds of $777,039.90; each unit consists of one common share in the capital of the company and one warrant exercisable to purchase one common share at a price of 28 cents per share for a period of 24 months from the date of issuance;
• An aggregate of 2,650,327 flow-through units of the company at a price of 15 cents per FT unit for gross proceeds of $397,549.05; each FT unit is composed of one flow-through share and one warrant exercisable to purchase one common share at a price of 30 cents per share for a period of 24 months from the date of issuance.

The gross proceeds from the issuance of the FT units will be used for Canadian exploration expenses and will qualify as flow-through mining expenditures, as defined in Subsection 127(9) of the Income Tax Act (Canada). The net proceeds from the issuance of the units will be used for legal, accounting and general administrative costs. The warrants issued pursuant to the second tranche are not subject to any acceleration provisions.

Finders' fees of 37,333 non-transferable flow-through share purchase warrants and 257,142 non-transferable share purchase warrants were issued to Research Capital Company in connection with the second tranche. Each FT finder's warrant entitles the holder to purchase one FT share at a price of 30 cents, and each NFT finder's warrant entitles the holder to purchase one common share at a price of 28 cents, both for a period of 24 months after the date of issuance.

The non-brokered private placement, including the second tranche, remains subject to the final approval of the TSX Venture Exchange. The securities issued in connection with the second tranche bear a statutory four-month hold period, which expires on Nov. 19, 2022.

Two insiders of the company subscribed for an aggregate of 650,000 units under the second tranche, which is a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The issuances to the insiders are exempt from the requirements to obtain a formal valuation and minority shareholder approval in reliance of sections 5.5(a) and 5.7(a) of MI 61-101, respectively, on the basis that participation in the second tranche by the insiders did not exceed 25 per cent of the fair market value of the company's market capitalization. The company did not file a material change report more than 21 days before the expected closing of the second tranche as the details of the second tranche and the participation therein by related parties of the company were not settled until shortly prior to closing, and the company wished to close on an expedited basis for sound business reasons.

About Margaret Lake Diamonds Inc.

Margaret Lake is a Canadian-based mineral exploration company. As part of its joint venture with Arctic Star Exploration, Margaret Lake holds an 18.5-per-cent interest in the Diagras diamond project, a Northwest Territories property. The property hosts 13 known kimberlites originally discovered by DeBeers in the 1990s, and Margaret Lake believes there is an opportunity to apply modern exploration techniques to define additional kimberlites. Additionally, Margaret Lake owns a 100-per-cent interest in the Mormon Lake uranium property near Payson, Ariz.

We seek Safe Harbor.