Abacus Provides Notice of Special General Meeting

Abacus Provides Notice of Special General Meeting

Vancouver, BC – March 31, 2017. Abacus Mining & Exploration Corporation (“Abacus” or the

“Company”) (TSXV:AME) is providing notice to holders of its common shares (“Shareholders”)

that a Special General Meeting of Shareholders will be held at Room 2801, 2800 Park Place,

666 Burrard Street, Vancouver, British Columbia on Tuesday, April 25, 2017 commencing at

1:30 pm Pacific Time (the “Meeting”). At the Meeting, Shareholders will be asked to consider a

special resolution to consolidate the Company’s current number of issued and outstanding

common shares (the “Common Shares”) on the basis of one (1) post -consolidation Common

Share for every six (6) pre -consolidation Common Shares (the “Consolidation”). Additional

information relating to the proposed Consolidation is included in the management information

circular of the Company dated March 24, 2017, which has been sent to the Shareholders

through the Compa ny’s transfer agent and is available on the Company’s issuer profile on

SEDAR at www.sedar.com. The board of directors of the Company (the “Board”) has fixed

March 16, 2017 as the record date for the determination of Sh areholders entitled to notice of ,

and to vote at, the Meeting and at any adjournment thereof.

There are currently 234,807,611 Common Shares issued and outstanding. If and upon the

Consolidation becoming effective, it is expected that there will be approxim ately 39,134,602

post-consolidation Common Shares in the capital of the Company issued and outstanding on a

non-diluted basis.

The Board is of the view that a consolidation of the Common Shares would increase the

Company’s flexibility and competitiveness i n the market place and make the Company’s

securities more attractive to a wider audience of potential investors and other interested parties.

Subject to the approval of Shareholders and the TSX Venture Exchange, the Consolidation will

be effective on a date determined by the Board, which is anticipated to be on or about May 1,

2017. If the Consolidation is approved, no further action on the part of the Shareholders will be

required in order for the Board to implement the Consolidation. Notwithstanding a pproval of the

Consolidation by the Shareholders, the Board, in its sole discretion, may revoke the resolution

approving the Consolidation and abandon the Consolidation without further approval, action by,

or prior notice to Shareholders. There will not b e a change in the Company’s name in

conjunction with the Consolidation.

The Board has unanimously determined that the Consolidation is in the best interests of the

Company and unanimously recommends that Shareholders vote in favour of the special

resolution at the Meeting and submit their proxies or voting instructions to their brokers, as

applicable, as soon as possible.

On Behalf of the Board,

ABACUS MINING & EXPLORATION CORPORATION

Michael McInnis

Chairman, President & CEO

Suite 615-800 West Pender Street

Vancouver, B.C. V6C 2V6 Canada

Tel: 604.682.0301 Fax: 604.682.0307

email: [email protected]

website: www.amemining.com

TSX Venture Exchange Symbol: AME

About Abacus

Abacus is a mineral exploration and mine development company with a 20% interest in the Ajax

Project located at the historic Ajax -Afton site southwest of Kamloops, B.C., and an option to

acquire up to a 75% interest in the Willow copper -gold property located in Nevada. The Ajax

Project is a proposed copper -gold open-pit mine currently undergoing a provincial and federal

environmental assessment process. Through KGHM Ajax Mining Inc., a joint venture company

between Abacus (20%) and KGHM Polska Miedz S.A. (KGHM) (80%), th e Ajax Mine is being

funded in large part by KGHM and operated by its wholly-owned subsidiary, KGHM International

Ltd. For the latest reports and information on Abacus’ projects, please refer to the Company’s

website at www.amemining.com.

Forward-Looking Information

This release includes certain statements that are deemed “forward-looking statements”. All statements in this release,

other than statements of historical facts, that address events or developments that Abacus expects to occur, are

forward-looking statemen ts. Forward -looking statements are statements that are not historical facts and are

generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”,

“projects”, “potential” and similar expressions, o r that events or conditions “will”, “would”, “may”, “could” or “should”

occur. Although the Company believes the expectations expressed in such forward -looking statements are based on

reasonable assumptions, such statements are not guarantees of future per formance and actual results may differ

materially from those in the forward-looking statements.

Forward-looking information in this news release includes, but is not limited to, statements with respect to: the date

of the Meeting; the Company’s beliefs and expectations related to the results of the Consolidation; Shareholder and

regulatory approval; the timing for implementation, if any, of the Consolidation; and the economic effect of the

Consolidation. Factors that could cause the actual results to di ffer materially from those in forward -looking

statements include, but are not limited to, failure to obtain Shareholder or regulatory approval for the Consolidation,

changes to commodity prices, mine and metallurgical recovery, operating and capital costs , foreign exchange rates,

ability to obtain required permits on a timely basis, exploitation and exploration successes, continued availability of

capital and financing, and general economic, market or business conditions. Investors are cautioned that any s uch

statements are not guarantees of future performance and actual results or developments may differ materially from

those projected in the forward -looking statements. Forward -looking statements are based on the beliefs, estimates

and opinions of the Company’s management on the date the statements are made. Except as required by applicable

securities laws, the Company undertakes no obligation to update these forward -looking statements in the event that

management’s beliefs, estimates or opinions, or other factors, should change.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX

Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.