Carlton Precious Announces Further Upsize to Private Placement

TSXV | CPI

OTCQB | NBRFF

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES

OR FOR DISSEMINATION IN THE UNITED STATES

CARLTON PRECIOUS ANNOUNCES FURTHER UPSIZE

TO PRIVATE PLACEMENT

Toronto, Ontario, June 9, 2025 – Carlton Precious Inc. (TSX-V: CPI | OTCQB: NBRFF) ("Carlton" or

the "Company") is pleased to announce that, further to its press releases of May 12, 2025, and May 23,

2025, the Company has increased its non -brokered private placement to up to 18,700,000 units (each, a

"Unit") in the capital of the Company at a price of $0.09 per Unit for gross proceeds of up to $1,683,000

(the " Private Placement"). Each Unit shall be comprised of one common share (each, a " Common

Share") in capital of the Company and one-half of one whole Common Share purchase warrant (each whole

warrant, a "Warrant"). Each Warrant entitles the holder therefor to acquire one Common Share at a price

of $0.12 per Common Share for a period of 24 months from the date of issuance.

In connection with the Private Placement, the Company may pay certain eligible persons (the "Finders") a

cash commission equal to 7% of the gross proceeds of the Private Placement and issue broker warrants

(each, a "Broker Warrant") equal to 7% of the number of Units issued pursuant to the Private Placement.

Each Broker Warrant entitles the holder thereof to acquire one Common Share at a price of $0. 09 per

Common Share for a period of 24 months from the date of issuance. In addition, certain eligible Finder s

shall receive Units equal to 7% of the number of Units issued pursuant to the Private Placement.

Net proceeds of the Private Placement will be utilized to commence a drilling program at the Company’s

wholly-owned Esquilache Project in Peru and for general working capital purposes.

All securities issued in connection with the Private Placement will be subject to a hold period of four months

plus a day from the date of issuance and the resale rules of applicable securities legislation.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in the

United States. The securities have not been and will not be registered under the United States Securities

Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or

sold within the United States or to U.S. Persons as defined under applicable United States securities laws

unless registered under the U.S. Securities Act and applicable state securiti es laws or an exemption from

such registration is available.

About Carlton Precious Inc.

Carlton Precious is a publicly traded precious and base metals exploration company listed on the TSX

Venture Exchange. The Company is managed by a team of experienced mining and geological

professionals. Carlton Precious’ projects are focused on key mining jurisdictions including Peru and

Australia (central Victoria and Tasmania).

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For further information, please contact:

Martin Walter, CEO, Carlton Precious Inc., at +1-416-389-5692 or [email protected].

Neither the 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.

Caution Regarding Forward Looking Statements

This news release contains certain "forward-looking information " within the meaning of applicable

securities laws. Forward looking information is frequently characterized by words such as "plan", "expect",

"project", "intend", "believe", "anticipate", "estimate", "may", "will", "would", "potential", "proposed" and

other similar words, or statements that certain events or conditions "may" or "will" occur. These statements

are only predictions. Forward-looking information is based on the opinions and estimates of management

at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors

that could cause actual events or results to differ materially from those projected in the forward - looking

information. For a description of the risks and uncertainties facing the Company and its business and affairs,

readers should refer to the Company’s Management’s Discussion and Analysis. The Company undertakes

no obligation to update forward- looking informa tion if circumstances or management’s estimates or

opinions should change, unless required by law. The reader is cautioned not to place undue reliance on

forward-looking information.