2023 Metallic Minerals Corporate Update

METALLIC MINERALS ANNOUNCES $6.3 MILLION STRATEGIC EQUITY INVESTMENT BY NEWCREST MINING
Metallic Minerals Corp. (TSX.V: MMG; OTCQB: MMNGF) (“Metallic Minerals” or the “Company”) is pleased to announce a strategic equity investment by a wholly-owned subsidiary of Newcrest Mining Limited (“Newcrest”) in the form of a non-brokered private placement, with the goal of advancing the Company’s La Plata copper-silver-gold-platinum group element alkalic porphyry project in Colorado, USA.

Pursuant to the private placement, Newcrest will complete a financing of $6.34 million, consisting of 15,838,593 units of Metallic Minerals at a price of $0.40 per unit, with each unit comprising one common share and 0.75 of a common share purchase warrant. This represents a 13% premium to the 20-day volume weighted average price of Metallic Minerals’ shares on the TSX-V on May 9, 2023. Each full warrant shall entitle Newcrest to purchase one common share at an exercise price of $0.55, providing $6.5 million in additional funding, if exercised. The warrants shall be exercisable for three years from the date of issue and contain a customary acceleration provision, which shall be effective if the common shares trade for a period of 20 consecutive trading days at or above $0.825 on the TSX-V.

Following closing of the investment, Newcrest will hold 9.5% of the issued and outstanding common shares of Metallic Minerals on a non-diluted basis and, including the warrants, 15.5% of the issued and outstanding common shares on a partially diluted basis.

Metallic Minerals CEO and Chairman, Greg Johnson, stated, “As an industry leader with extensive expertise in precious metals rich, alkalic porphyry systems, Newcrest was quick to recognize the geologic significance of the drill results from our 2022 campaign at La Plata. We are very pleased to welcome them as a new major shareholder. Newcrest’s investment is a strong endorsement of the technical merits and potential of the project and a vote of confidence in our experienced team. This funding will enable us to fast-track our planned expansion drilling to follow-up the success from 2022. This year is shaping up to be one of the most exciting in our company’s history, with an updated resource estimate in progress at La Plata and an inaugural resource at our Keno Silver project also underway.”

Metallic Minerals President, Scott Petsel, stated, “This is a transformational period for Metallic Minerals and the La Plata project. Newcrest brings key, relevant exploration and operational experience and success in deposits of very similar character to that of La Plata, particularly their Red Chris and Cadia-Ridgeway operations. Our technical team has developed a follow-up drill program for La Plata that we expect can rapidly begin to define the extent of the high-grade mineralization, which remains completely open to expansion from the discovery drilling in 2022. Hole 22-04 intersected 816 meters of continuous porphyry mineralization and ended in spectacular copper and precious minerals grades. We are eager to discover the extent to which that high-grade mineralization continues laterally and to depth and anticipate this new drilling will have a positive impact on the overall grade and value of the deposit. Our team is very much looking forward to working with Newcrest to advance these common exploration and development goals.”

Fraser MacCorquodale, Newcrest’s GM Exploration, stated, “We are excited to become a cornerstone investor in Metallic Minerals and to be able to contribute towards this promising copper and precious metal project in the United States. We look forward to collaborating with the experienced management team at Metallic Minerals to leverage our combined skills.”

In connection with the private placement, Metallic Minerals and Newcrest have entered into an investor rights agreement, pursuant to which Newcrest will be entitled to certain customary rights including participation in future equity issuances and a right to maintain its pro-rata position in the Company. Newcrest and the Company have also agreed to certain customary standstill and transfer restrictions.

In addition, a technical committee will be formed with representatives from Metallic and Newcrest, providing access to Newcrest’s substantial technical expertise in similar alkalic porphyry systems and underground bulk-tonnage, block-cave mining operations. Newcrest shall also have a right to appoint a director to Metallic Minerals’ board, upon exercise of the private placement warrants, if they hold at least 13% of the issued and outstanding shares of the Company.

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