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NIX.CN ·

NorthX Nickel Announces Agreement to Sell Sudbury Portfolio

Mergers & Acquisitions

NorthX Nickel Announces Agreement to Sell

Sudbury Portfolio

Vancouver, British Columbia--(Newsfile Corp. - December 18, 2024) -

NorthX Nickel Corp.

(CSE: NIX)

(OTCQB: NXNIF) (FSE: 6YR) (the "

Company

" or "

NorthX

") announces that it has entered into a

definitive asset purchase agreement dated December 18, 2024 (the "

Agreement

") with Magna Mining

Inc. (TSX: NICU) ("

Magna

") pursuant to which, Magna will acquire all of NorthX's property, assets, rights

and obligations related to its portfolio of nickel and base metal assets ("

Sudbury Properties

") located

in the Sudbury Basin (the "

Transaction

"). NorthX will continue to focus on its flagship 100%-owned

Grasset Project, located within the Abitibi Greenstone Belt in Quebec.

Tom Meyer, President and CEO, stated: "Our core focus is on the exploration and development of our

100%-owned Grasset nickel sulphide project, located within the highly prospective Abitibi Greenstone

belt in Quebec. The sale of our Sudbury property portfolio streamlines NorthX's efforts and resources on

Grasset, what we view as one of the most attractive undeveloped nickel sulphide projects in Canada."

Transaction summary

The Transaction will be completed pursuant to the Agreement and is structured as an asset purchase

transaction whereby Magna will acquire all of NorthX's legal and beneficial interest in the Sudbury

Properties. The purchase price payable on closing is comprised of:

Magna paying to NorthX one dollar (C$1.00);

Magna will assume all liabilities of NorthX with respect to the Broken Hammer Project Mine

Closure Plan, including lodging financial assurance with the Ministry of Mines in an amount of

approximately C$481,629;

NorthX providing Magna C$500,000 to cover Broken Hammer closure financial assurance; and

Magna will assume certain liabilities with respect to the Sudbury Properties, including acting as the

operator of joint ventures, advanced net smelter return (NSR) royalty payments, and annual work

commitments.

The Transaction is subject to satisfaction of customary closing conditions including the receipt of all

required third party consents and regulatory approvals. The Transaction is expected to close by the end

of the first quarter of 2025.

About NorthX Nickel Corp.

NorthX is a Canadian Ni-Cu-Co-PGE focused exploration and development company with a portfolio of

assets in Quebec and Ontario, Canada. The Company's flagship asset is the Grasset Project, located

within the Abitibi Greenstone Belt.

The Company's growth strategy is focused on the exploration and development of its nickel sulphide

properties within its portfolio. NorthX's vision is to be a responsible nickel sulphide developer in stable

pro-mining jurisdictions. NorthX is committed to socially responsible exploration and development,

working safely, ethically, and with integrity. For more information, please visit

www.northxnickel.com

.

For further information, please contact:

Tom Meyer

President & Chief Executive Officer

Tel: +1 866 899 7247

Email:

[email protected]

Cautionary Note Regarding Forward-Looking Statements

Neither the CSE nor its Market Regulator (as that term is defined in policies of the CSE) accepts

responsibility for the adequacy or accuracy of this release.

The information contained herein contains "forward-looking statements" within the meaning of

applicable securities legislation. "Forward-Looking information" includes, but is not limited to,

statements with respect to the activities, events or developments that NorthX expects or anticipates

will or may occur in the future. Generally, but not always, forward-looking information and statements

can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled",

"estimates", "forecasts", "intends", "anticipates", or "believes" or the negative connotation thereof or

variations of such words and phrases or statements that certain actions, events or results "may",

"could", "would", "might" or "will be taken", "occur" or "be achieved" or the negative connotation

thereof. Forward-Looking information and statements contained herein includes, but is not limited to,

the receipt of regulatory approvals and successful completion of the proposed sale of the Sudbury

Properties , as well as the anticipated terms and timing for the completion thereof; the anticipated

benefits from the completion of the sale of the Sudbury Properties; and the impact of such transaction

on NorthX's future financial or operational performance.

Such forward-looking information and statements are based on numerous assumptions, including

among others, the ability to satisfy the closing conditions and receive regulatory approval to complete

the sale of the Sudbury Properties, that general business and economic conditions will not change in

a material adverse manner, that financing will be available if and when needed and on reasonable

terms, that third party contractors, equipment and supplies and governmental and other approvals

required to conduct NorthX's planned exploration activities will be available on reasonable terms and

in a timely manner. Although the assumptions made by NorthX in providing forward-looking

information or making forward-looking statements are considered reasonable by management at the

time, there can be no assurance that such assumptions will prove to be accurate.

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 and risks include, among others: risks associated with

the conduct of the Company's mining activities; risks and uncertainties associated with certain

exploration and drilling tools and/or measures; regulatory, consent or permitting delays; risks relating

to reliance on the Company's management team and outside contractors; risks relating to project

financing and equity issuances; risks related to the use of proceeds of the Company's recent private

placement; risks and unknowns inherent in all mining projects; laws and regulations governing the

environment, health and safety; operating or technical difficulties in connection with mining or

development activities; employee relations, labour unrest or unavailability; the Company's

interactions with surrounding communities; the Company's ability to successfully integrate acquired

assets; the speculative nature of exploration and development; stock market volatility; conflicts of

interest among certain directors and officers; lack of liquidity for shareholders of the Company;

litigation risk; the ongoing military conflict in Ukraine and the Middle East; general economic factors

(including inflationary pressure); the price of commodities; and the factors identified under the caption

"Risk Factors" in the Company's public disclosure documents.

The forward-looking information contained in this news release represents the expectations of NorthX

as of the date of this news release and, accordingly, is subject to change after such date. Readers

should not place undue importance on forward-looking information and should not rely upon this

information as of any other date. NorthX does not undertake any obligation to update these forward-

looking statements in the event that management's beliefs, estimates or opinions, or other factors,

should change.

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

https://www.newsfilecorp.com/release/234268