MRZL.V · 2021-12-21 12:00:00

Commerce Resources Corp. Announces Closing of Flow-through Non-brokered Private Placement

Financings

Commerce Resources Corp. Announces Closing of Flow-through Non-brokered

Private Placement

December 21, 2021 – Commerce Resources Corp. (TSXv: CCE, FSE: D7H0) (the “Company” or

“Commerce”) is pleased to announce that, further to its News Release of December 1 5, 2021, it

has completed a non-brokered private placement, pursuant to which it has issued an aggregate

of 8,641,429 common shares (each, a “ Share”) issued on a “flow -through” basis pursuant to the

Income Tax Act (Canada) at a pr ice of $0. 28 per Share for gross proceeds of $ 2,419,600.12 (the

“Offering”).

The aggregate gross proceeds from the sale of the Offering will be used to advance the

developments of the Company’s Ashram REE Deposit in Quebec.

In connection with the closing of the Offering, t he Company paid cash finder’s fees of

$126,500.00 to two finders.

The securities issued under the Offering are subject to a statutory hold period expiring four

months and one day from the date of closing.

About Commerce Resources Corp.

Commerce Resources Corp. is an exploration and development company with a particular focus

on deposits of rare metals and rare earth elements. The Company is focused on the

development of its Ashram Rare Earth Element / Fluorspar Deposit in Quebec and the Upper

Fir Tantalum-Niobium Deposit in British Columbia.

For more information, please visit the corporate website at www.commerceresources.com or

On Behalf of the Board of Directors

COMMERCE RESOURCES CORP.

_____________________

Chris Grove

President and Director

Tel: 604.484.2700

Web: https://www.commerceresources.com

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies

of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.