Canex Metals closes $3-million private placement

Dr. Shane Ebert reports CANEX METALS CLOSES $3 MILLION STRATEGIC FINANCING, LEAD INVESTOR ERIC FIER IS NOW A CANEX INSIDER, MOMENTUM BUILDING FOR OFFER TO PURCHASE GOLD BASIN Canex Metals Inc. has closed its previously announced non-brokered private placement of 20 million common shares for gross proceeds of $3-million. Eric Fier is now the largest shareholder and is an insider of the company. Highlights: Mr. Fier was the lead order in the financing and is now an insider of the company, with ownership of 10 per cent. Strategic investor Michael Gentile reinforced his strong support for Canex, and also participated in the financing alongside the company's management and board. The financing removes financial risk related to the company's offer to acquire all of the issued and outstanding shares of Gold Basin Resources Corp., and highlights the company's ability to finance exploration and development of a consolidated oxide gold district in northern Arizona. Approximately 44 per cent of the shareholders of Gold Basin have tendered their shares to the offer, demonstrating that support for the offer is continuing to build momentum. The offer represents an implied premium of 183 per cent, based on Canex's Dec. 22, 2025, closing price and the last closing price of the shares of Gold Basin shares prior to the imposition of the cease trade order on May 6, 2025. The offer value equates to approximately $17.2-million or 13 cents per Gold Basin share. Canex encourages all Gold Basin shareholders to tender to the Canex offer, and take advantage of this strong premium and the assurance of exchanging non-trading Gold Basin shares with tradable, compliant and valuable shares of Canex. Financing participants The company is pleased to announce that, postfinancing, Mr. Fier owns 10 per cent of Canex and has become an insider of the company. Mr. Fier is a mining industry leader with a record of significant discoveries, project development, financings and mine constructions with subsequent successful production (both open pit and underground). He and his team have generated approximately $2.5-billion of shareholder equity value, including two successful takeover deals over the last 10 years. Mr. Gentile also participated in the financing, showing his continued strong support for Canex. Mr. Gentile is considered one of the leading strategic investors in the junior mining sector, owning significant positions in multiple small-cap mining companies. Multiple high-net-worth and highly experienced mining and financing professionals took part in the financing, which included new investors, current shareholders and company insiders. Financing details The financing consisted of 20 million common shares priced at 15 cents each for gross proceeds of $3-million. The common shares are subject to a hold period of four months until April 24, 2026. The common shares were offered on a non-brokered basis by way of private placement to accredited investors and no commissions were paid to investment dealers in connection with the financing. The financing is subject to final acceptance of the TSX Venture Exchange. Certain insiders purchased a total of 670,147 common shares in connection with the financing. The company has relied on exemptions from the formal valuation and minority shareholder approval requirements contained in sections 5.5(a) and 5.7(1)(a) of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, as the participation in the financing by the insiders does not exceed 25 per cent of the fair market value of the market capitalization of the company as determined in accordance with MI 61-101. Proceeds from the financing will be used to advance the district consolidation opportunity in Arizona as announced by the company on June 9, 2025, for exploration at the company's Gold Range and Louise projects, and for general working capital. Canex's offer for Gold Basin continues to build support and momentum Canex is pleased to announce that approximately 44 per cent of the issued and outstanding shares of Gold Basin have been deposited to the offer, in advance of the extended expiry date of Jan. 9, 2026, at 5 p.m. Toronto time. This figure does not include shares committed, contractually or otherwise, but not yet tendered. This marks significant and accelerated progress toward successful take-up of shares under the offer, as the financing and financial commitments from key strategic shareholders like Mr. Fier and Mr. Gentile have led to a significant increase in Canex's share price, and, in turn, a significant increase in the implied value of the offer. Under the offer, shareholders of Gold Basin are being offered 0.592 of a common share for each share of Gold Basin deposited and taken up. Canex has seen a large increase in value since launching its offer on Aug. 28, 2025. This increase can be attributed to a strong gold bull market, excitement over the possibility of consolidating a large gold district in Arizona, market recognition of new drill targets at the Louise Cu-Au (copper-gold) porphyry project, and the involvement of key strategic investors in the company. Over this same period, Gold Basin has remained cease traded, has added no value for its shareholders and has presented no plan to become compliant. The offer represents an implied premium of 183 per cent, based on Canex's Dec. 22, 2025, closing price and the last closing price of the shares of Gold Basin prior to the imposition of the cease trade order on May 6, 2025. The offer value equates to approximately $17.2-million or roughly 13 cents per Gold Basin share, which exceeds any closing price of Gold Basin shares since 2023. This significant implied premium understates the outstanding value to the shareholders of Gold Basin, as the lack of price discovery in Gold Basin shares does not allow for consideration of the significant value destruction, pending litigation, debt incurred by Gold Basin management, or overhang of uncertainty of delisting or dissolution to be factored into the value proposition. Dr. Shane Ebert, president and director of Canex, has been holding virtual meetings with shareholders of Gold Basin since the release of Canex's video presentation to discuss the offer and Canex's vision for the consolidated gold district. If you are a shareholder of Gold Basin who would like to meet with Mr. Ebert to further understand the compelling upfront and future upside value of the offer, please contact the company at [email protected] to arrange a time to speak. Advisers Canex has retained Borden Ladner Gervais LLP as its legal adviser and Laurel Hill Advisory Group as its information agent. About Canex Metals Inc. Canex Metals is a Canadian junior exploration company focused on advancing its 100-per-cent-owned Gold Range project in northern Arizona. With several near-surface bulk tonnage gold discoveries made to date across a four-kilometre gold mineralized trend, the Gold Range project is a compelling early-stage opportunity for investors. Canex is also advancing the Louise copper-gold porphyry project in British Columbia. Louise contains a large historical copper-gold resource that has seen very little deep or lateral exploration, offering investors copper and gold discovery potential. Canex is led by an experienced management team, which has made three notable porphyry and bulk tonnage discoveries in North America and is sponsored by Altius Minerals, a large shareholder of the company. Dr. Shane Ebert, PGeo, is the qualified person for Canex and has verified the data disclosed in this news release against historical and current data sources, and has approved the technical disclosure contained in this news release. We seek Safe Harbor.