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Palladium One Announces $4.35 Million Non- Brokered Private Placement of Flow-Through Shares

Financings

Palladium One Announces $4.35 Million Non-

Brokered Private Placement of Flow-Through

Shares

Toronto, Ontario--(Newsfile Corp. - December 3, 2021) -

Palladium One Mining Inc.

(TSXV: PDM)

(FSE: 7N11) (OTCQB: NKORF) (the "

Company

" or "

Palladium One")

is pleased to announce a non-

brokered private placement (the "

Offering

") of 15,000,000 flow-through common shares of the

Company (the "

Flow-Through Shares

") to be sold to accredited investors at a price of C$0.29 per

Flow-Through Share for gross proceeds of C$4,350,000. Desjardins Capital Markets, are acting as a

finder in connection with the Offering, while Sprott Capital Partners LP and Echelon Capital Markets are

acting as financial advisors.

The Company will use an amount equal to the gross proceeds received by the Company from the sale of

the Flow-Through Shares to incur eligible "Canadian exploration expenses" that qualify as "flow-through

mining expenditures" as both terms are defined in the Income Tax Act (Canada) (the "

Qualifying

Expenditures

") on or before December 31, 2022 (or such other period as may be permissible under

applicable tax legislation), and to renounce all the Qualifying Expenditures in favour of the subscribers of

the Flow-Through Shares effective on or before December 31, 2021. If the Qualifying Expenditures are

reduced by the Canada Revenue Agency, the Company will indemnify each subscriber of Flow-Through

Shares for any additional taxes payable by such subscriber as a result of the Company's failure to

renounce the Qualifying Expenditures.

Finders' fees will be payable in cash and common share warrants issuable in connection with the

Offering, subject to, and in accordance with, the policies of the TSX Venture Exchange. All Flow-Through

Shares issued pursuant to the Offering and any common shares issuable from any common share

warrants will be subject to a hold period of four months and one day in accordance with applicable

securities laws.

Closing of the Offering is subject to certain customary conditions including, but not limited to, the receipt

of all required regulatory approvals, including the approval of the TSX Venture Exchange. Closing of the

Offering is expected to occur on or about December 16, 2021.

The securities referred to in this news release have not been, nor will they be, registered under the

United States Securities Act of 1933, as amended, and may not be offered or sold within the United

States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable

exemption from the U.S. registration requirements. This press release does not constitute an offer for

sale of securities, nor a solicitation for offers to buy any securities in the United States, nor in any

other jurisdiction in which such offer, solicitation or sale would be unlawful. Any public offering of

securities in the United States must be made by means of a prospectus containing detailed

information about the company and management, as well as financial statements.

About Palladium One

Palladium One Mining Inc. (TSXV: PDM) is focused on discovering environmentally and socially

conscious

Metals for Green Transportation

. A Canadian mineral exploration and development

company, Palladium One is targeting district scale, platinum-group-element (PGE)-copper-nickel

deposits in leading mining jurisdictions. Its flagship project is the Läntinen Koillismaa (LK) Project in

north-central Finland, which is ranked by the Fraser Institute as one of the world's top countries for

mineral exploration and development. LK is a PGE-copper-nickel project that has existing Mineral

Resources. PDM's second project is the 2020 Discovery of the Year Award winning Tyko Project, a

high-grade sulphide, copper-nickel project located in Canada. Follow Palladium One on

LinkedIn

,

Twitter

, and at

www.palladiumone.com

.

ON BEHALF OF THE BOARD

"Derrick Weyrauch"

President & CEO, Director

For further information contact: Derrick Weyrauch, President & CEO

Email:

[email protected]

Neither the TSX Venture Exchange nor its Market Regulator (as that term is defined in the

policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of

this release.

Information set forth in this press release may contain forward-looking statements. Forward-looking

statements are statements that relate to future, not past events. In this context, forward-looking

statements often address a company's expected future business and financial performance, and often

contain words such as "anticipate", "believe", "plan", "estimate", "expect", and "intend", statements

that an action or event "may", "might", "could", "should", or "will" be taken or occur, or other similar

expressions. By their nature, forward-looking statements involve known and unknown risks,

uncertainties and other factors which may cause our actual results, performance or achievements, or

other future events, to be materially different from any future results, performance or achievements

expressed or implied by such forward-looking statements. Such factors include, among others, risks

associated with project development; the need for additional financing; operational risks associated

with mining and mineral processing; fluctuations in palladium and other commodity prices; title

matters; environmental liability claims and insurance; reliance on key personnel; the absence of

dividends; competition; dilution; the volatility of our common share price and volume; and tax

consequences to Canadian and U.S. Shareholders. All of the Company's forward-looking statements

are qualified by the assumptions that are stated or inherent in such forward-looking statements,

including the assumptions listed below. Although the Company believes that these assumptions are

reasonable, this list is not exhaustive of factors that may affect any of the forward-looking statements.

The key assumptions that have been made in connection with the forward-looking statements include

the following: there being sufficient investor demand for the offering; economic and market conditions

being conducive to the offering on the timeline currently anticipated; the impact of COVID-19 on the

business of the Company, and the regulatory regime governing the business of the Company.

Forward-looking statements are made based on management's beliefs, estimates and opinions on

the date that statements are made and the Company undertakes no obligation to update forward-

looking statements if these beliefs, estimates and opinions or other circumstances should change.

Investors are cautioned against attributing undue certainty to forward-looking statements.

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE

UNITED STATES.

To view the source version of this press release, please visit

https://www.newsfilecorp.com/release/106497