Ares Strategic Mining Closes First Tranche of Non-Brokered Private Placement Offering

NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES

Ares Strategic Mining Closes First Tranche of

Non-Brokered Private Placement Offering

Vancouver, B.C. May 31, 2024 — Ares Strategic Mining Inc. (CNSX : ARS) (“Ares” or the “ Company”) is pleased to

announce that, further to its news release dated May 10, 2024 which announced a non-brokered private placement

offering of a minimum of 5,555,555 units of the Company (each, a “Unit”) and a maximum of 22,222,222 Units at a

price of $0.18 per Unit pursuant to the listed issuer financing exemption (the “LIFE Exemption”) for gross proceeds

of a minimum of $1,000,000 and a maximum of $4,000,000 (the “ LIFE Offering”), it has closed the first tranche of

t h e L I F E O f f e r i n g b y i s s u i n g 5 , 9 8 4 , 9 8 6 U n i t s a t a p r i c e o f $ 0 . 18 per Unit, for aggregate gross proceeds of

$1,077,297.28.

James Walker, CEO of Ares, said, “We have already exceeded the minimum we were seeking from this offering to

build our manufacturing operation in this first tranche, and we continue to receive more orders for our next tranches.

T h e r e i s c l e a r l y g r e a t s u p p o r t a n d e n t h u s i a s m f o r o u r p r o j e c t , which is encouraging for everyone involved. The

Company is close to launching the only fluorspar mine in the Un ited States and bringing an exported industry back

to U.S. shores. We are making tremendous progress towards commissioning our operation and are looking forward

to sharing all our progress occurring at both our mine and proc essing sites. The Company has expedited the

installation of new mine works to ensure feed for our new plant which is currently under construction, and our new

acidspar manufacturing facility which will be delivered next qu arter. The proceeds of our raise will contribute

towards our ramp installation, wh ich is now over halfway to rea ching the body of the fluorspar mineralization on

our permitted mine site. Once pr ocessed the Company will see it s f i r s t r e v e n u e a n d s h i f t f r o m b e i n g a m i n i n g

company to a manufacturing company. It’s great to see progress in all areas of the Company and watching it get

continuously closer to its goals.”

Each Unit shall consist of one (1) common share in the capital of the Company (each, a “ Common Share”) and one

non-transferable Common Share purchase warrant (each, a “ Warrant”). Each Warrant will be exercisable into one

(1) Common Share (each, a “ Warrant Share”) at a price of $0.26 per Common Share for a period of two (2) years

following the closing date of the Life Offering, provided that, if the 10-day volume-weighted average trading price

of the Common Shares as quoted on the Canadian Securities Exchange (the “CSE”) (or such other securities exchange

on which the Common Shares may be traded at such time) is equal to or greater than $0.40 at the close of any

trading day, then the Company ma y, at its discretion, accelerate the expiry date of the Warrants by issuing a news

release (a “Warrant Acceleration News Release”) announcing that the expiry date of the Warrants shall be deemed

to be on the 30th day following the date of the Warrant Acceleration News Release (the “Accelerated Expiry Date”)

(the “ Acceleration Clause ”). All Warrants that remain unexercised following the Accelera ted Expiry Date shall

immediately expire and all rights of holders of such Warrant shall be terminated without any compensation to such

holder. Units offered under the Life Exemption will not be subj e c t t o r e s a l e r e s t r i c t i o n s f o r C a n a d i a n r e s i d e n t

investors pursuant to applicable Canadian securities laws.

NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES

In connection with the closing of the first tranche, an aggregate of $86,183.80 was paid in cash and a total of 478,798

finder’s warrants (each, a “Finder’s Warrant”) were issued to Canaccord Genuity Corp. as finder’s fees. Each Finder’s

Warrant entitles the holder there of to acquire one (1) common s hare in the capital of the Company (a “ Finder’s

Warrant Share”) at a price of $0.26 per Finder’s Warrant Share for a period of two (2) years following the closing

d a t e o f t h e f i r s t t r a n c h e . T h e F i n d e r ’ s W a r r a n t s a r e s u b j e c t t o the Acceleration Clause. Any securities issued as

Finder’s Fees are subject to a 4-month hold period from the date of issuance.

The balance of the LIFE Offering is expected to close on or before June 24, 2024, and is subject to certain conditions,

including, but not limited to, the receipt of all necessary reg ulatory and other approvals. The Company intends to

use the proceeds of the LIFE Offering as disclosed in the Life Offering Document dated May 9, 2024, which is available

under the Company’s profile on www.sedarplus.com and on the Company’s website ( www.aresmining.com), for

completing the ramp installation to intersect fluorspar mineral ization at depth at its Lost Sheep fluorspar property

located in Delta, Utah, to provide feed for the manufacturing f acility which is currently under construction and for

general and corporate working capital purposes. None of the se curities issued in connection with the Life Offering

will be registered under the United States Securities Act of 19 33, as amended (the “ 1933 Act”), and none of them

may be offered or sold in the United States absent registration or an applicable exemption from the registration

requirements of the 1933 Act. This news release shall not const itute an offer to sell or a solicitation of an offer to

buy nor shall there be any sale of the securities in any state where such offer, solicitation, or sale would be unlawful.

ON BEHALF OF THE BOARD OF DIRECTORS OF

ARES STRATEGIC MINING INC.

James Walker

Chief Executive Officer and President

For further information, please contact James Walker by email at [email protected]

DISCLOSURE AND FORWARD-LOOKING STATEMENTS:

Certain statements contained in this news release constitute fo rward-looking information. These statements relate

to future events or future performance. The use of any of the w ords “could”, “intend”, “e xpect”, “believe”, “will”,

“projected”, “estimated” and similar expressions and statements relating to matters that are not historical facts are

intended to identify forward-looking information and are based on the Company’s current belief or assumptions as

to the outcome and timing of such future events.

In particular, this news release contains forward-looking infor mation relating to, among other things, the Life

Offering, including the total anticipated proceeds, the expecte d use of proceeds and the closing (including the

proposed closing date) of the balance of the Life Offering. Var ious assumptions or factors are typically applied in

drawing conclusions or making the forecasts or projections set out in forward-looking information, including the

assumption that the Company will close the balance of Life Offering on the timeline anticipated, will raise the balance

of the gross proceeds from the Life Offering and will use the p roceeds of the Life Offering as anticipated. Those

assumptions and factors are based on information currently avai lable to the Company. Although such statements

are based on reasonable assumptions of the Company’s management , there can be no assurance that any

conclusions or forecasts will prove to be accurate.

Forward-looking information involves known and unknown risks, u ncertainties and other factors which may cause

the actual results, performance or achievements to be materiall y different from any future results, performance or

achievements expressed or implied by the forward-looking inform ation. Such factors include: the risk that the Life

Offering does not close on the timeline expected, or at all; the risk that the Company raises less than the anticipated

amount of gross proceeds from the Life Offering; the risk that the Company does not use the proceeds from the Life

Offering as currently expected; risks inherent in the exploration and development of mineral deposits, including risks

NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES

relating to changes in project parameters as plans continue to b e r e d e f i n e d a n d t h e r i s k t h a t e x p l o r a t i o n a n d

development activities will cost more than the amount budgeted for such activities by the Company; risks relating to

changes in mineral prices and the worldwide demand for and supp ly of minerals; risks related to increased

competition and current global financial conditions; access and supply risks; risks associated with the Company’s

reliance on key personnel; operat ional risks; regulatory risks, including risks relating to the acquisition of the

necessary licenses and permits; financing, capitalization and l iquidity risks; title and environmental risks; and risks

relating to the failure to receive all requisite regulatory approvals. The forward-looking information contained in this

news release is made as of the date hereof, and the Company is not obligated to update or revise any forward-looking

information, whether as a result of new information, future eve nts or otherwise, except as required by applicable

securities laws. Because of the risks, uncertainties and assump tions contained herein, investors should not place

undue reliance on forward-looking information. The foregoing st atements expressly qualify any forward-looking

information contained herein.

NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATIONS SERVICES PROVIDER HAVE REVIEWED

OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.