Chablis Capital Corp. and Viridian Metals Ireland Limited Close $3 Million of Its Subscription Receipts Financing in Connection with Proposed Qualifying Transaction

Executive Summary

• Chablis Capital Corp. closed a previously announced non-brokered private placement ("Concurrent Financings") with Viridian Metals Ireland Limited for aggregate gross proceeds of C$3,000,000, directly tied to Chablis' proposed acquisition of Viridian.
• The transaction constitutes a "Qualifying Transaction" under TSXV Policy 2.4, with gross proceeds held in escrow pending satisfaction of closing conditions and regulatory approvals.
• Detailed conversion mechanics, warrant terms, broker commissions, and a four-month hold period were outlined, with net proceeds earmarked for exploration/development at the Tynagh Project, working capital, and transaction expenses.

Key Details

• Financing Structure & Proceeds: Closed on June 5, 2026; aggregate gross proceeds of C$3,000,000 through the issuance of 12,000,000 subscription receipts at $0.25 per receipt.
• Chablis Subscription Receipts: 1,763,000 receipts issued for gross proceeds of C$440,750.
• Viridian Subscription Receipts: 10,237,000 receipts issued for gross proceeds of C$2,559,250.
• M&A Context: Financings conducted in connection with Chablis' proposed acquisition of all issued and outstanding shares of Viridian, qualifying as a "Qualifying Transaction" under TSXV Exchange Policy 2.4.
• Conversion Mechanics: Upon satisfaction of escrow release conditions, each Chablis subscription receipt automatically converts into one Chablis common share and one-half of a Chablis common share purchase warrant, which are then immediately exchanged for one Resulting Issuer share and one-half of a Resulting Issuer warrant. Each Viridian subscription receipt converts into a contractual right to receive one Resulting Issuer share and one-half of a Resulting Issuer warrant.
• Warrant Terms: Each whole Resulting Issuer Warrant is exercisable to acquire one Resulting Issuer Share at a price of C$0.40 for a period of two years.
• Escrow & Use of Proceeds: Gross proceeds held in escrow by Therrien Couture Joli-Coeur L.L.P. Net proceeds will fund exploration and development at the Tynagh Project, general working capital, and transaction expenses. Proceeds will be returned to subscribers if escrow release conditions are not satisfied or waived within the specified timeframe.
• Broker Commissions & Compensation Warrants:
• StephenAvenue Securities Inc.: C$1,750 cash + 7,000 compensation warrants.
• Leede Financial Inc.: C$33,512.50 cash + 134,050 warrants.
• Hampton Securities Inc.: C$5,775 cash + 23,100 warrants.
• Ventum Financial Corp.: C$19,863 cash.
• All broker warrants entitle the holder to acquire one Resulting Issuer Share at $0.40 for two years from issuance.
• Hold Period: Four-month hold period from the closing date applies to all subscription receipts and underlying securities under applicable Canadian securities law.
• Insider Participation: Insiders purchased an aggregate of 200,000 subscription receipts, constituting a related party transaction. The Company relied on exemptions from formal valuation and minority shareholder approval requirements under MI 61-101 and TSXV Policy 5.9, as the value/consideration does not exceed 25% of the Company's market capitalization.
• Regulatory Status: Transaction remains subject to TSXV approval and all other necessary regulatory and shareholder approvals prior to closing.