Viscount Mining Announces Closing of Over-Subscribed Non Brokered Private Placement

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PRESS RELEASE July 18, 2024

Viscount Mining Announces Closing of Over-Subscribed Non Brokered

Private Placement

Vancouver, British Columbia – ( July 18th, 2024) – Viscount Mining Corp. (TSX-V: VML)

(OTC: VLMGF) (“Viscount Mining”) is pleased to announce it has closed its previously announced non-

brokered private placement offering (the “Offering”).

Under the Offering, the Company will issue 22,209,200 units (the “Units”) at $0.25 per Unit for gross

proceeds of $5,552,300.

Each Unit is comprised of one common share in the capital of the Company (each a “Common Share”)

and one Common Share purchase warrant (“Warrant”). Each Warrant will entitle the holder to purchase

one Common Share at an exercise price of $0.30 per Common Share until the date that is 24 months

from the date hereof.

The Company plans to use the aggregate net proceeds of the Offering for exploration and development

of its Colorado properties and general corporate purposes.

In connection with the closing of the Offering, the Company shall pay finder’s fees of $25,000 in cash

and will issue 100,000 non-transferable finder’s warrants (the “ Finder’s Warrants”). Each Finder’s

Warrant will entitle the holder thereof to purchase one Unit at a price of $0.30 for a period of 24 months

from the date hereof.

The Offering is subject to the receipt of all necessary approvals, including the final approval of the TSX

Venture Exchange (“TSXV”). All of the securities issued by the Company pursuant to the Offering will

be subject to a four-month and one day, statutory hold period.

Members of the Board of Directors and Officer of the Company have subscribed for 1,048,193 Units in

of the Offering (the “ Insider Investment ”). The Insider Investment constitutes a related party

transaction, as such term is defined under the policies of the TSXV, and the Company has relied on

certain exemptions from the minority approval and formal valuation requirements under Multilateral

Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) as the

fair market value of the aggregate Insider Investment is below 25% of the Company’s market

capitalization for the purposes of Sections 5.5(a) and 5.7(1)(a) of MI 61-101.

The securities being offered have not, 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 release does not constitute an offer for sale of securities in the United States.

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Jim MacKenzie, Viscount CEO, and Director commented, “I want to thank our existing shareholders

for their continued support and welcome a key group of new shareholders. The oversubscribed

financing shows our shareholders' dedicated support and vision of the opportunity Viscount

presents.”

Viscount is in the final stages of preparing to drill exploratory holes at the Passiflora in Silver Cliff to

test the s ignificantly large conductive anomaly indicating a l ikely porphyry discovered by Quantec

Geoscience (see Press Release September 22, 2022). Quantec stated “this is one of the lowest resistivity

anomalies they have ever seen.” The Quantec survey shows that the geophysical foot print has the

indication that we are looking at a potentially significantly large mineral system at the Passiflora. The

main body of the conductive anomaly starts at a depth of ~450m and continues another ~1.5km, maybe

deeper (this was the extent of the MT survey depth capability). The length of the anomaly is ~1.4km in

the SW-NE direction with a width of at least 700m and an open interpretation to the untested NW. This

represents a total volume of over 665,000,000m3 as determined by Quantec. In addition, Viscount is

preparing for a drill program at the Kate Deposit in Silver Cliff, Colorado, where we have an open pit NI

43 101 resource which we expect to expand.

The Company also announces that it has entered into a Debt Settlement Agreement (the "Settlement

Agreement") to settle an outstanding debt relating to the Silver Cliff Property payments totaling

$40,297.26 (the "Debt Settlement"). Pursuant to the Settlement Agreement, the Company has agreed to

issue an aggregate of 161,189 Common shares at a deemed price of $0. 25 per Common share to settle

the debt.

Securities issued pursuant to the Settlement Agreements will have a statutory hold period of four

months and one day in accordance with applicable securities laws and is subject to TSXV approval.

Qualified Persons

The scientific and technical information contained in this news release has been reviewed and approved

by Harald Hoegberg PG, an independent consulting geologist who is a “Qualified Person” (QP) as such

term is defined under National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-

101”).

About Viscount Mining (TSX VENTURE: VML) (OTC: VLMGF)

Viscount Mining is a project generator and an exploration company with a portfolio of silver and gold

properties in the Western United States, including Silver Cliff in Colorado and Cherry Creek in Nevada.

The Silver Cliff property in Colorado lies within the historic Hardscrabble Silver District in the Wet

Mountain Valley, Custer County, south -central Colorado. It is located 44 miles WSW of Pueblo,

Colorado, and has year -around access by paved road. The property consists of 96 lode claims where

high grade silver, gold and base metal production came from numerous mines during the period 1878

to the early 1900’s. The property underwent substantial exploration between 1967 and 1992 and is

interpreted to encompass a portion of a large caldera and highly altered sequence of tertiary rhyolitic

flows to host deposits with both precious and base metals. This has been demonstrated in the ore

historically extracted from the numerous underground and surface mining o perations. Based on the

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accumulated data and feasibility study, Tenneco Minerals made the decision with silver at $5.00 USD

an ounce to construct at that time a $35,000,000 USD milling operation for the extraction of the silver

reserves at Silver Cliff. Shortly thereafter Tenneco ’s Mining Unit was sold, and the planned milling

operation was abandoned.

The Cherry Creek exploration property is in an area commonly known as the Cherry Creek Mining

District, located approximately 50 miles north of the town of Ely, White Pine County, Nevada. Cherry

Creek consists of 578 unpatented and 17 patented claims as w ell as mill rights. Cherry Creek includes

more than 20 past producing mines. In January 2021, Viscount entered an exploration earn - in

agreement with a wholly owned subsidiary of Centerra Gold Inc. Centerra is a Canadian -based gold

mining company focused on operating, developing, exploring and acquiring gold properties in North

America, Asia and other markets worldwide.

For additional information regarding the above and other corporate information, please visit the

Company's website at www.viscountmining.com

ON BEHALF OF THE BOARD OF DIRECTORS

“Jim MacKenzie”

President, CEO and Director

For further information, please contact:

Viscount Investor Relations

1 844 863 3622

Email: [email protected]

THE TSX VENTURE EXCHANGE INC. HAS NEITHER APPROVED NOR DISAPPROVED THE CONTENTS OF THIS PRESS

RELEASE. NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS

DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR

ACCURACY OF THIS RELEASE.

Forward-Looking Statements

This news release includes certain statements that may be deemed “forward -looking statements” within the meaning of

applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect

to Viscount Mining’s operations, exploration and development plans, expansion plans, estimates, expectations, forecasts,

objectives, predictions and projections of the future. Specifically, this news release contains forward looking statements with

respect to the future potential of the deposit and the work that must be done. Generally, forward-looking statements can be

identified by the forward -looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”,

“scheduled”, “estimates”, “projects”, “intends”, “anticipates”, or “does not anticipate”, or “believes”, or “variations of such

words and phrases or state that certain actions, events or results “may”, “can”, “could”, “would”, “might”, or “will” be taken”,

“occur” or “be achieved”. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors

that may cause the actual results, level of activity, performance or achievements of Viscount Mining to be materially different

from those expressed or impl ied by such forward -looking statements, including but not limited to: risks related to the

exploration and development and operation of Viscount Mining’s projects, the actual results of current exploration,

development activities, conclusions of economic e valuations, changes in project parameters as plans continue to be refined,

future precious metals prices, as well as those factors discussed in the sections relating to risk factors of our business fi led in

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Viscount Mining’s required securities filings on SEDAR. Although Viscount Mining has attempted to identify important factors

that could cause results to differ materially from those contained in forward- looking statements, there may be other factors

that cause results to be materially different from those anticipated, described, estimated, assessed or intended.

There can be no assurance that any forward- looking statements will prove accurate, as actual results and future events could

differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-

looking statements. Viscount Mining does not undertake to update any forward- looking statements that are incorporated by

reference herein, except in accordance with applicable securities laws.