Ares Strategic closes final tranche of offering

Executive Summary

• Ares Strategic Mining Inc. closed the second and final tranche of its LIFE offering, issuing 12,221,889 units at $0.45 per unit for gross proceeds of $5,499,850.
• The company has now raised a total of $10,499,850.45 under the LIFE offering and amended LIFE offering.
• Concurrently, the company entered into hedging arrangements with Sorbie Bornholm LP involving a $1-million credit support mechanism secured by U.K. government bonds, with monthly settlements based on share price performance against a $0.63 benchmark.

Key Details

• Tranche 2 Closing: Issued 12,221,889 units at $0.45 per unit.
• Gross Proceeds (Tranche 2): $5,499,850.
• Total Raised: Aggregate amount of $10,499,850.45 raised to date under the LIFE offering and amended LIFE offering.
• Unit Structure: Each unit consists of one common share and one-half of one non-transferable common share purchase warrant.
• Warrant Terms: Each warrant is exercisable into one common share at $0.55 per warrant share for a period of two years from issuance.
• Finder’s Fees:
  • Cash paid: $267,965.98.
  • Warrants issued: 595,480 finders' warrants to arm's-length parties.
  • Finder's Warrant Terms: Exercisable into one common share at $0.55 per share for two years; subject to a four-month hold period.
• Correction of Prior Release: The Oct. 17, 2025 release incorrectly stated the exercise price for first tranche finder's warrants was $0.45; the correct price is $0.55 per finder's warrant share.
• Hedging Arrangement (Sorbie Bornholm LP):
  • Governed by ISDA master agreement (Aug. 23, 2024) and sharing agreement (Oct. 20, 2025).
  • Gross proceeds of $1,000,000 from the amended LIFE offering were used to acquire U.K. government bonds as credit support.
  • Sorbie retains control and direction of proceeds (including economic benefit and risk) until released.
  • Settlement: 24 monthly tranches based on the volume weighted average price (VWAP) of common shares for the 20 trading days prior to each settlement date.
  • Benchmark Price: $0.63 per share.
  • Payout Structure:
    • If VWAP equals benchmark: Company receives $41,667 per month (total $1,000,000).
    • If VWAP exceeds benchmark: Company receives >100% of settlement on a pro rata basis.
    • If VWAP is below benchmark: Company receives <100% of settlement on a pro rata basis.
  • Performance Note: Ares has received approximately 12% extra cash under previous and continuing agreements without issuing additional shares.