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

Financings

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES

OR FOR DISSEMINATION IN THE UNITED STATES

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

Vancouver, British Columbia, July 22, 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 and July 9, 2025 , it has c losed the second tranche (the “ Second Tranche”) of its

previously announced $3,000,000 non-brokered private placement (the “Offering”), which Second

Tranche consisted of aggregate gross proceeds of C$ 976,843.40, pursuant to which it sold the

following:

• 125,000 non-flow through units (each, a “ NFT Unit ”) at a price of C$0. 14 per NFT Unit for

gross proceeds of C$17,500.00 from the sale of the NFT Units;

• 814,200 Flow Through Units (each, a “ FT Unit”) at a price of C$0.165 per F T Unit for gross

proceeds of C$134,343.00 from the sale of the FT Units; and

• 3,510,640 FT Units sold to charitable purchasers (each, a “ Charity FT Unit ”) at a price of

C$0.235 per Charity FT Unit for gross proceeds of C$825,000.40 from the sale of the Charity

FT Units.

The NFT Units, FT Units, and Charity FT Unit s are hereinafter collectively referred to as the

“Offered Securities”.

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

and one Share purchase warrant (each, a “Warrant”) and each FT Unit and Charity 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.

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 Second

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 will constitute

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

critical mineral mining expend itures” as defined in sub section 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.

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The securities issued under the Second Tranche are subject to a hold period expiring on November

23, 2025.

In connection with the Second Tranche, the Company paid finder’s fees to Red Cloud Securities Inc.,

as lead finde r, of C$62,440.48 in cash and 281,599 share purchase warrants (each, a “ Finder’s

Warrant”) and Research Capital Corporation received C$4,713.10 in cash and 29,890 Finder’s

Warrants. Each Finder’s Warrant is exercisable into one Share (each, a “ Finder’s Warrant Share”)

at a price of C$0.175 per Finder’s Warrant Share until July 22, 2028 and are subject to a hold period

expiring on November 23, 202 5. In addition, Raymond James Ltd. received a cash finder’s fee of

C$1,225.46.

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 Energy Corp. is a Canadian mineral exploration company focused on the discovery and

development of high -potential uranium and critical mineral assets . The company holds a portfolio of

147,153 hectares of strategically located properties in Saskatchewan's Athabasca Basin —one of the

world’s premier uranium districts. Mustang is advancing early -stage exploration through modern

techniques and a disciplined, data -driven approach. The Company is committed to building long -term

value through responsible exploration and a focus on high-impact targets in underexplored areas.

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 Second Tranche. Although the Company believes that the

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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 Second Tranche may not be used as stated

in this news release 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.