Mr. Reagan Glazier reports

PACIFIC BAY ANNOUNCES CLOSING OF FIRST TRANCHE OF PRIVATE PLACEMENT

Pacific Bay Minerals Ltd. has closed the first tranche of its non-brokered private placement, previously announced on March 18, 2024, and March 26, 2024, issuing a total of 2.6 million units at five cents per hard unit and 1,178,144 flow-through (FT) units at seven cents per flow-through unit, for aggregate total gross proceeds of $212,470.

Each hard unit consists of one common share and one common share purchase warrant, and each flow-through unit consists of one flow-through common share (within the meaning of the Income Tax Act (Canada)) and one warrant issued on a non-flow-through basis. Each warrant is exercisable into one additional common share in the capital of the company at an exercise price of eight cents for a period of 24 months from the date of issuance.

The company also announces it has received approval from the TSX Venture Exchange for an extension to close the financing on, or before, June 8, 2024, and closing remains subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory approvals (including final approval of the TSX-V).

Proceeds of the financing will be used to explore the company's portfolio of critical mineral exploration projects in British Columbia, Canada, and for working capital and general corporate purposes. The aggregate gross proceeds raised from the flow-through units will be used before 2025 for expenditures that will qualify as critical mineral flow-through mining expenditures within the meaning of the Income Tax Act (Canada).

Certain insiders of the company acquired a total of 714,286 flow-through units and 500,000 hard units in tranche 1 of the financing. Any such participation would be considered a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company did not file a material change report more than 21 days prior to the closing as the details of the insider participation were not settled until shortly prior to the date hereof and the company determined it was in the best interests of the company to proceed with closing on an expedited basis. The company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The financing and acquisition of flow-through units and hard units by insiders are exempt from the formal valuation and minority shareholder approval requirements under MI 61-101, as the gross proceeds received by the company do not exceed 25 per cent of the company's market capitalization.

In accordance with the policies of the TSX-V, the company paid finders' fees to a certain arm's-length person in connection with the closing of tranche 1, consisting of a cash fee of $700 and 10,000 non-transferable finder's warrants, representing 7 per cent of the aggregate proceeds raised from the sale of flow-through units to subscribers introduced to the company by such person and 7 per cent of the aggregate flow-through units subscribed for from subscribers introduced to the company by such person, respectively. Each finder's warrant is exercisable by the holder for one common share in the capital of the company at an exercise price of eight cents for a period of 24 months from the date of issuance.

In accordance with applicable Canadian securities laws, all securities issued pursuant to the financing are subject to a four-month hold period.

About Pacific Bay Minerals Ltd.

Pacific Bay Minerals is a Canadian mineral exploration company engaged in the acquisition, exploration and development of mining projects. Pacific Bay Minerals is focused on its 100-per-cent-owned properties located in British Columbia: the Sphinx Mountain rare earth project near Dease Lake in Northern B.C.; and the Haskins Reed polymetalic project near Cassiar, B.C.

We seek Safe Harbor.