Mustang Announces Closing of First Tranche of Non-Brokered Private Placement

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES

OR FOR DISSEMINATION IN THE UNITED STATES

MUSTANG ANNOUNCES CLOSING OF FIRST TRANCHE OF NON-BROKERED PRIVATE PLACEMENT

Vancouver, British Columbia, July 9, 2025, Mustang Energy Corp. (CSE: MEC, OTC: MECPF, FRA: 92T)

(“Mustang” or the “Company”) is pleased to announce that, further to its news release dated June

24, 202 5, it has c losed an initial tranche (the “ Initial Tranche ”) of its previously announced

$3,000,000 non-brokered private placement (the “ Offering”), which Initial Tranche consisted of

aggregate gross proceeds of C$1,172,292.99, pursuant to which it sold the following:

• 1,980,000 non-flow through units in the capital of the Company (each, a “ NFT Unit”) at a

price of C$0.14 per NFT Unit for gross proceeds of C$277,200 from the sale of the NFT Units;

and

• 5,424,806 Flow Through Units in the capital of the Company (each, a “ FT Unit”) at a price of

$0.165 per FT Unit for gross proceeds of $895,092.99 from the sale of the FT Units

Each NFT Unit and FT Unit collectively refer to as the “Offered Securities”).

Each NFT Unit consists of one (1) common share in the capital of the Issuer (each, a “ Share”) and

one Share purchase warrant (each, a “Warrant”) and each FT Unit consists of one Share to be issued

as a “flow -through share” (each, a “ FT Share ”) within the meaning of subsection 66(15) of the

Income Tax Act (Canada) (the “ Income Tax Act ”) and one Warrant. Each Warrant will entitle the

holder thereof to purchase one non-flow through Share (each, a “ Warrant Share ”) at a price of

C$0.21 for a period of 36 months following the issue date of the Offered Securities.

Nicholas Luksha, the Chief Executive Officer of Mustang, stated “We are very excited to be closing

the first tranche of the financing. This capital raise provides us with resources to engage the various

contractors required to complete our phase one work p lan as we endeavor to prove up numerous

prospective drill targets.”

Each FT Share is issued as a “flow -through share” within the meaning of subsection 66(15) of the

Income Tax Act (Canada) (the “ Tax Act”). The Company intends to use the proceeds of the Initial

Tranche for the exploration of the Company’s uranium projects in the Athabasca Basin in

Saskatchewan as well as for general working capital purposes. The gross proceeds from the

issuance of the FT Shares will be used to incur resource exploration expenses which wi ll constitute

“Canadian exploration expenses” as define d in subsection 66.1(6) of the Tax Act and “flow through

critical mineral mining expenditures” as defined in subsection 127(9) of the Tax Act, which will be

renounced with an effective date no later than December 31, 2025 to the purchasers of the FT Shares

in an aggregate amount not less than the gross proceeds raised from the issue of the FT Shares.

The securities issued under the Initial Tranche are subject to a hold period expiring on November 10,

2025.

2

The Company intends to close a second tranche for the remainder of the Offering in the coming

weeks.

In connection with the Initial Tranche, t he Company paid finder’s fees to Red Cloud Securities Inc.,

as lead finde r, of $79,875.46 in cash and 571,312 share purchase warrants (each, a “ Finder’s

Warrant”) and Haywood Securities Inc. received $784.00 in cash and 5,600 Finder’s Warrants. Each

Finder’s Warrant is exercisable into one Share (each, a “ Finder’s Warrant Share ”) at a price of

$0.175 per Finder’s Warrant Share until July 9, 2028 and are subject to a hold period until November

10, 2025. In addition, Canaccord Genuity Corp. received a cash finder’s fee of $350.00 and Leede

Financial Corp. received a cash finder’s fee $1,051.05.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of

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 unless

registered under the U.S. Securities Act and applicable state securities laws or an exemption

from such registration is available.

About Mustang Energy Corp.

Mustang is a resource exploration company focused on acquiring and developing high -potential

uranium and critical mineral assets. The Company is actively exploring its properties in Northern

Saskatchewan, Canada and holds 77,318 hectares in around the Atha basca Basin. Mustang's flagship

property, Ford Lake, covers 7,743 hectares in the prolific eastern Athabasca Basin, while its Cigar Lake

East and Roughrider South projects span 3,442 hectares to the north and the Spur Project to the south

covering 17,929 h ectares. Mustang has also established its footprint in the Cluff Lake region of the

Athabasca Basin with the Yellowstone Project (21,820 hectares) and further expanded its presence in

the south central region of the Athabasca Basin with the Dutton Project (7,633 hectares).

On behalf of the board of directors

“Nicholas Luksha”

Nicolas Luksha

CEO and Director

For further information, please contact:

Mustang Energy Corp.

Attention: Nicholas Luksha, CEO and Director

Phone: (604) 838-0184

Forward-Looking Statements Disclaimer

This news release includes certain “forward -looking statements” under applicable Canadian securities

legislation that are not historical facts. Forward-looking statements involve risks, uncertainties, and other

factors that could cause actual results, performance, prospects, and opportunities to differ materially

from those expressed or implied by such forward-looking statements. Forward-looking statements in this

news release include, but are not limited to, statements with respect to the expectations of management

regarding the use of proceeds of the Initial Tranche and the closing of a subsequent tranche of the

3

Offering. Although the Company believes that the expectations reflected in the forward-looking

information are reasonable, there can be no assurance that such expectations will prove to be correct.

Such forward-looking statements are subject to risks and uncertainties that may cause actual results,

performance or developments to differ materially from those contained in the statements including that

the proceeds of the Initial Tranche may not be used as stated in this news release, that the Company may

not be able to close a subsequent tranche of the Offering and those additional risks set out in the

Company’s public documents filed on SEDAR+ at www.sedarplus.ca. Although the Company believes that

the assumptions and factors used in preparing the forward -looking statements are reasonable, undue

reliance should not be placed on these statements, which only apply as of the date of this news release,

and no assurance can be given that such events will occur in the disclosed time frames or at all. Except

where required by law, the Company disclaims any intention or obligation to update or revise any

forward-looking statement, whether as a result of new information, future events, or otherwise.

Neither the Canadian Securities Exchange nor the Market Regulator (as that term is defined in

the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or

accuracy of this release.