GSP Resource Corp. Closes Over-Subscribed Private Placement Financing Totalling $1.22 Million

(TheNewswire)

News Release - Vancouver, BritishColumbia - TheNewswire – May 14,2026:  GSP Resource Corp. (TSX-V: GSPR / FSE: 0YD / OTC:GSRCF) (the “Company” or “GSP”) announces that, further to its news release dated April 29,2026, it has closed an over-subscribed non-brokered private placement(the “Private Placement”) for aggregate grossproceeds of $1,220,000, consisting of 3,633,333 flow-through commonshares of the Company (each, a “FT Share”) at aprice of $0.15 per FT Share and  5,625,000units of the Company (each, a “Unit”) at a price of $0.12 per Unit.

Each FT Share constitutes a “flow-through share”within the meaning of the Income Tax Act (Canada) (the “Act”). Each Unitconsists of one common share of the Company and one-half of one commonshare purchase warrant (each whole warrant, a “Warrant”). EachWarrant entitles the holder thereof to purchase one common share ofthe Company at a price of $0.18 for a period of three (3) years fromthe closing of the Private Placement.

The Company intends to use the proceeds from the saleof the FT Shares towards exploration work on the Alwin Mine and Mer Properties and intends that such expensesincurred will be eligible for the Critical Mineral Exploration TaxCredit (the “CMETC”). Proceeds from the sale of FT Shareswill be used to incur “Canadian exploration expenses” as definedin subsection 66.1(6) of the ITA and “flow through miningexpenditures” as defined in subsection 127(9) of the ITA and will betargeted for critical minerals for eligibility under the CMETC. Suchproceeds will be renounced to the subscribers with an effective datenot later than December 31, 2026, in the aggregate amount of not lessthan the total amount of gross proceeds raised from the issue of FTShares.

The net proceeds raised from the sale of Units will beused towards exploration work on the Alwin Mine and Mer Properties andfor general corporate and working capital purposes.

An insider of the Company (the President and ChiefExecutive Officer) subscribed for 55,000 FT Shares for aggregate grossproceeds of $8,250 under the Private Placement. As a result of suchinsider participation, the transaction constitutes a “related partytransaction” within the meaning of Multilateral Instrument 61-101– Protection of MinoritySecurity Holders in Special Transactions (“MI61-101”). The Company is relying on exemptionsfrom the formal valuation requirements of MI 61-101 pursuant tosection 5.5(a) and the minority shareholder approval requirements ofMI 61-101 pursuant to section 5.7(1)(a) in respect of such insiderparticipation, as neither the fair market value (as determined underMI 61-101) of the subject matter nor the fair market value of theconsideration for the transaction, insofar as it involves interestedparties, exceeds 25% of the Company’s market capitalization (asdetermined under MI 61-101).

In connection with the Private Placement, the Companypaid aggregate cash finder’s fees of $31,451.12 and issued 213,274non-transferable broker warrants to certain brokers and finders(“Broker Warrants”), 195,247 of which are exercisableat a price of $0.15 per share and 18,000 of which are exercisable at aprice of $0.12 per share, for a period of three (3) years from theclosing of the Private Placement.

All securities issued under the Private Placement andany common shares of the Company that are issuable upon the exerciseof Warrants and Broker Warrants are subject to statutory hold periodof four months and one day following the closing date of the PrivatePlacement in accordance with applicable Canadian securities laws andthe policies of the TSX Venture Exchange.

About GSP Resource Corp.

GSP Resource Corp. is a mineral exploration &development company focused on projects located in SouthwesternBritish Columbia.  The Company owns 100% interest and title to theAlwin Mine Copper-Gold-Silver Property, and the Mer Property, in theKamloops Mining Division, as well as a 100% interest and title to theOlivine Mountain Property in the Similkameen MiningDivision.

For more information, pleasecontact:

Simon Dyakowski, Chief Executive Officer &Director

Tel: +1 (604) 619-7469

Email: simon@gspresource.com

Neither the TSX Venture Exchange nor its RegulationServices Provider (as that term is defined in the policies of the TSXVenture Exchange) accepts responsibility for the adequacy or accuracyof this release.

This news release does not constitute an offer to sellor a solicitation of an offer to buy nor shall there be any sale ofany of the securities in any jurisdiction in which such offer,solicitation or sale would be unlawful, including any of thesecurities in the United States of America. The securities have notbeen and will not be registered under the United States Securities Actof 1933, as amended (the “1933 Act”) or any state securities laws andmay not be offered or sold within the United States or to, or foraccount or benefit of, U.S. Persons (as defined in Regulation S underthe 1933 Act) unless registered under the 1933 Act and applicablestate securities laws, or an exemption from such registrationrequirements is available.

Forward-Looking Information

This news release contains “forward?lookinginformation or statements” within the meaning of applicablesecurities laws, which may include, without limitation, the PrivatePlacement, use of proceeds, carrying out future exploration work onthe Alwin Mine and Mer Properties, other statements relating to thetechnical, financial and business prospects of the Company, itsprojects and other matters. All statements inthis news release, other than statements of historical facts, thataddress events or developments that the Company expects to occur, areforward-looking statements. Although the Company believes theexpectations expressed in such forward-looking statements are based onreasonable assumptions, such statements are not guarantees of futureperformance and actual results may differ materially from those in theforward-looking statements. Such statements and information are basedon numerous assumptions regarding present and future businessstrategies and the environment in which the Company will operate inthe future, including the price of metals, the ability to achieve itsgoals, that general business and economic conditions will not changein a material adverse manner, that financing will be available if andwhen needed and on reasonable terms. Suchforward-looking information reflects the Company’s views withrespect to future events and is subject to risks, uncertainties andassumptions, including the risks and uncertainties relating to theinterpretation of exploration results, risks related to the inherentuncertainty of exploration and cost estimates and the potential forunexpected costs and expenses, and those filed under the Company’sprofile on SEDAR+ at www.sedarplus.ca. Factors that could cause actualresults to differ materially from those in forward looking statementsinclude, but are not limited to, continued availability of capital andfinancing and general economic, market or business conditions, theability to manage working capital, adverse weather or climateconditions, failure to obtain or maintain all necessary governmentpermits, approvals and authorizations, failure to obtain or maintaincommunity acceptance (including First Nations), decrease in the priceof copper, gold, silver and other metals, increase in costs,litigation, and failure of counterparties to perform their contractualobligations. The Company does not undertake to updateforward?looking statements or forward?looking information, exceptas required by law.

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