Stearman increases private placements, amends terms

Mr. Lester Esteban reports STEARMAN RESOURCES UPSIZES PRIVATE PLACEMENT AND ANNOUNCES REVISED TERMS Due to strong demand, Stearman Resources Inc. has upsized its previously announced non-brokered private placements. Further, the company announces revised terms to the private placements. The revised terms are a result of strong initial demand and may permit for additional financing options, through warrant exercises from the anticipated subscriber base. Under the revised terms, the company will offer up to 13,333,333 common shares at a price of 15 cents per share for gross proceeds of up to $2-million. Each share will include one-half of one common share purchase warrant. Each warrant will entitle the holder to purchase one common share of the company at a price of 30 cents per share for a period of 24 months from the closing date. The company will also offer up to 17.5 million flow-through common shares at a price of 20 cents per flow-through share for gross proceeds of up to $3.5-million. Each flow-through share will also include one-half of one warrant, on the same terms as above. The company may pay qualified finders a 6-per-cent cash finder's fee and 6 per cent in non-transferable finders' warrants, each exercisable to acquire one common share of the company at a price of 30 cents per share for a period of 24 months following closing. Proceeds from the offering will be used for general working capital and corporate purposes. The gross proceeds from the flow-through offering will be used to incur eligible Canadian exploration expenses that qualify as flow-through mining expenditures as defined in the Income Tax Act (Canada), related to the company's exploration projects in Canada. All securities issued under the offering and flow-through offering will be subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable securities laws. This offering amends and replaces the terms previously announced in the company's Sept. 26, 2025, news release. About Stearman Resources Inc. The company is a mineral exploration company focused on the acquisition, exploration and development of mineral properties in Canada and the United States. The company currently owns a 100-per-cent interest in the NeoCore uranium property consisting of six mineral claims covering 13,012 hectares, located in the Athabasca basin in Northern Saskatchewan. The company further holds an option for an up-to-70-per-cent interest in the Murphy Lake uranium property, consisting of 609 hectares also located in the Athabasca basin in Northern Saskatchewan, and now owns a 100-per-cent interest in the Zoo Bay uranium property, consisting of 15 mineral claims covering 19,850 hectares, also located in the Athabasca basin. We seek Safe Harbor.