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First Mining Announces $7 Million Bought Deal Public Offering and Non-Brokered Private Placement

Financings

TSX: FF

OTCQX: FFMGF

FRANKFURT: FMG

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1379-6332-6479.1

NEWS RELEASE

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES

OR FOR DISSEMINATION IN THE UNITED STATES

First Mining Announces $7 Million Bought Deal Public Offering and

Non-Brokered Private Placement

September 19, 2024 – Vancouver, Canada – First Mining Gold Corp. (“First Mining” or the “Company”)

(TSX: FF) (OTCQX: FFMGF) (FRANKFURT: FMG) is pleased to announce that it has entered into an

agreement with a syndicate of underwriters co-led by Cormark Securities Inc. and Haywood Securities Inc.

(collectively, the " Underwriters") under which the Underwriters have agreed to buy on a bought deal

basis, 51,852,000 units of the Company (“Units”) at a price of $0.135 per Unit for aggregate gross proceeds

of approximately $7 million (the "Bought Deal Offering"). The Underwriters have been granted an option

(an "Over-Allotment Option") to purchase up to an additional 15% of the number of Units issuable under

the Bought Deal Offering, exercisable in whole or in part, up to 30 days following the closing of the Bought

Deal Offering.

In addition, the Company intends to complete a non-brokered private placement of Units (the “Non-

Brokered Offering” and together with the Bought Deal Offering, the “Offering”) for gross proceeds of up

to $5 million.

Each Unit will consist of one common share of the Company (a “Unit Share”) and one-half of one common

share purchase warrant (each whole common share purchase warrant, a “ Warrant”). Each Warrant will

entitle the holder to acquire one common share of the Company at a price of $0.20 per share at any time

prior to the date which is 36 months following the applicable closing date.

The net proceeds from the Offering will be used to advance First Mining’s Springpole and Duparquet gold

projects, as well as for general working capital and corporate purposes, as to be disclosed in the

Supplement (as defined below).

The Units issuable under the Bought Deal Offering will be offered pursuant to a prospectus supplement

(the “Supplement”) to the Company's base shelf prospectus dated January 23, 2024. The terms of the

Bought Deal Offering will be described in the Supplement which will be filed with the securities regulators

in each of the provinces and territories of Canada, excluding Quebec , and the Units may also be offered

by way of private placement in the United States and in offshore jurisdictions in accordance with

applicable securities laws.

The Bought Deal Offering is expected to close on or before September 26, 2024 and the Non-Brokered

Offering is expected to close on or before October 10, 2024. The closing of the Offering is subject to

certain conditions, including but not limited to, the Company receiving the approval of the TSX.

The Units offered have not been registered under the U.S. Securities Act of 1933, as amended, and may

not be offered or sold in the United States absent registration or an applicable exemption from the

registration requirements. This press release shall not constit ute an offer to sell or the solicitation of an

TSX: FF

OTCQX: FFMGF

FRANKFURT: FMG

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offer to buy nor shall there be any sale of the Units in any jurisdiction in which such offer, solicitation or

sale would be unlawful.

About First Mining Gold Corp.

First Mining is a gold developer advancing two of the largest gold projects in Canada, the Springpole Gold

Project in northwestern Ontario, where we have commenced a Feasibility Study and permitting activities

are on-going with a draft Environmental Impact Statement (“EIS”) for the project published in June 2022,

and the Duparquet Project in Quebec, a PEA-stage development project located on the Destor-Porcupine

Fault Zone in the prolific Abitibi region. First Mining also owns the Cameron Gold Project in Ontario and a

portfolio of gold project interests including the Pickle Crow Gold Project (being advanced in partnership

with Firefly Metals Ltd.) and the Hope Brook Gold Project (being advanced in partnership with Big Ridge

Gold Corp.).

First Mining was established in 2015 by Mr. Keith Neumeyer, founding President and CEO of First Majestic

Silver Corp.

ON BEHALF OF FIRST MINING GOLD CORP.

Daniel W. Wilton

Chief Executive Officer and Director

For further information, please contact:

Toll Free: 1 844 306 8827 | Email: [email protected]

Paul Morris | Director, Investor Relations | Email: [email protected]

Cautionary Note Regarding Forward-Looking Statements

This news release includes certain “ forward-looking information” and “ forward-looking statements” (collectively

“forward-looking statements”) within the meaning of applicable Canadian and United States securities legislation

including the United States Private Securities Litigation Reform Act of 1995. These forward- looking statements are

made as of the date of this n ews release. Forward -looking statements are frequently, but not always, identified by

words such as “ expects”, “anticipates”, “believes”, “plans”, “projects”, “ intends”, “estimates”, “envisages”,

“potential”, “possible”, “strategy”, “goals”, “opportunities”, “objectives”, or variations thereof or stating that certain

actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative

of any of these terms and similar expressions.

Forward-looking statements in this news release relate to future events or future performance and reflect current

estimates, predictions, expectations or beliefs regarding future events and include, but are not limited to, statements

with respect to the closing of the Offering and the timing of same, the use of the proceeds of the Offering, the exercise

of the Over -Allotment Option, and the Company’s intention to complete the Non- Brokered Offering. All forward-

looking statements are based on First Mining's or its consultants' current beliefs as well as various assumptions made

by them and information currently available to them. There can be no assurance that such statements will prove to

be accurate, and actual results and future events could differ materially from those anticipated in such statements.

Forward-looking statements reflect the beliefs, opinions and projections on the date the statements are made and

are based upon a number of assumptions and estimates that, while considered reasonable by the respective parties,

are inherently subject to significant business, economic, competitive, political and social uncertainties and

contingencies. Such factors include, without limitation, the Company’s ability to obtain all approvals required in

connection with the Offering, demand for the Units, the Company’s business, operations and financial condition

potentially being materially adversely affected by the outbreak of epidemics, pandemics or other health crises, and

by reactions by government and private ac tors to such outbreaks; risks to employee health and safety as a result of

TSX: FF

OTCQX: FFMGF

FRANKFURT: FMG

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the outbreak of epidemics, pandemics or other health crises, that may result in a slowdown or temporary suspension

of operations at some or all of the Company's mineral properties as well as its head office; fluctuations in the spot

and forward price of gold, silver, base metals or certain other commodities; fluctuations in the currency markets (such

as the Canadian dollar versus the U.S. dollar); changes in national and local government, legislation, taxation,

controls, regulations and political or economi c developments; risks and hazards associated with the business of

mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or

unexpected formations, pressures, cave- ins and flooding); the presence of laws and regulations that may impose

restrictions on mining; employee relations; relationships with and claims by local communities, indigenous

populations and other stakeholders; availability and increasing costs associated with mining inputs and labour; the

speculative nature of mineral exploration and development; title to properties.; and the additional risks described in

the Company’s Annual Information Form for the year end ed December 31, 202 3 filed with the Canadian securities

regulatory authorities under the Company’s SEDAR+ profile at www.sedarplus.ca, and in the Company’s Annual

Report on Form 40-F filed with the SEC on EDGAR.

First Mining cautions that the foregoing list of factors that may affect future results is not exhaustive. When relying

on our forward -looking statements to make decisions with respect to First Mining, investors and others should

carefully consider the foregoing factors and other uncertainties and potential events. First Mining does not undertake

to update any forward- looking statement, whether written or oral, that may be made from time to time by the

Company or on our behalf, except as required by law.