Kore Closes First Tranche of Private Placement and Announces an Increase to Offering Size

(TheNewswire)

Vancouver, BC – TheNewswire - December 04,2025 – KORE Mining Ltd. (TSXV: KORE)(“ KORE ” or the “ Company ”) is pleasedannounce that it has closed the first tranche (“ Tranche 1 ”) of itspreviously announced non-brokered private placement (the“ Offering ”) and that it has approved an increase to the size of theOffering.

Closing of First Tranche

The Company issued 25,000,000 units (the“ Units ”) at a price of $0.12 per Unit for gross proceeds of$3,000,000 under Tranche 1 of the Offering. EachUnit consists of one common share in the capital of the Company (each,a “ Share ”) and one transferable common share purchase warrant(each, a “ Warrant ”). Each Warrant entitles the holderto acquire one additional Share at a price of $0.16 for a period of 36months from the date of issuance.

The net proceeds of the Offering, including Tranche 1and the anticipated second tranche (as defined below) (“ Tranche 2 ”), willbe used to advance permitting and exploration of the Company’swholly owned development properties in California, and for workingcapital and general corporate purposes.

All securities issued in Tranche 1 are subject to astatutory hold period of four months and one day from the date ofissuance, in accordance with applicable Canadian securities laws. Nofinder’s fees were paid in connection with Tranche 1. The closing ofTranche 1 remains subject to final acceptance by the TSX VentureExchange (the “ Exchange ”).

Certain insiders of the Company subscribed for anaggregate 13,250,000 Units for gross proceeds of $1,590,000 under theTranche 1 of the Offering. Such participation constituted a “relatedparty transaction” under Multilateral Instrument 61-101 – Protection of MinoritySecurity Holders in Special Transactions (“MI61-101”). The Company is relying on exemptions from the formalvaluation and minority shareholder approval requirements applicable tothe related-party transactions under sections 5.5(b) and 5.7(1)(b),respectively, of MI 61-101.

Increase of Offering and Tranche2

Due to strong subscriber demand, the board of directorshas approved increasing the size of the Offering by up to 8,333,333additional Units (the “ Increase ”). The Offering will now consist ofup to 41,666,666 Units, increased from 33,333,333 Units previouslyannounced on October 20, 2025.

The Company expects to close the remaining portion of16,666,667 Units under Tranche 2. The terms of Tranche 2 remainunchanged from Tranche 1, with Units to be offered at a price of $0.12per Unit for gross proceeds of up to $2,000,000. All securities issuedin Tranche 2 will be subject to a statutory hold period of four monthsand one day from the date of issuance, in accordance with applicableCanadian securities laws. The closing of Tranche 2 and the Increase ofthe Offering remain subject to final acceptance by the Exchange

The Company anticipates that upon completion of Tranche2, a new Control Person (as defined below), Mr. James Hynes(“ Mr. Hynes ”), will be created, subject to obtaining the requisitedisinterested shareholder approval and the Exchange approval.

Creation of New ControlPerson

Following Tranche 1, Mr. Hynes beneficially owns orcontrols 12,976,058 Shares, representing approximately 19.82% of theissued and outstanding Shares.

Mr. Hynes intends to subscribe for up to 16,666,667Units under Tranche 2. Following such subscription, he would hold orcontrol up to 29,642,725 Common Shares, representing approximately upto 36.08% of the issued and outstanding shares of the Companyfollowing closing of Tranche 2 (on an undiluted basis).

Pursuant to TSXV policy 4.1 – Private Placement,shareholder approval is required for the creation of a Control Person(defined as holding 20% or more of an issuer’s outstanding shares).The Company will seek such disinterested shareholder approval at itsannual general and special meeting to be held on February 20, 2025(the “ Meeting ”). Further details regarding the Meeting will be providedin due course.

Insiders may also participate in Tranche 2. Any suchparticipation will constitute a related party transaction under MI61-101, and the Company expects to rely on the exemption from theformal valuation requirement under section 5.5(b) of MI 61-101.Minority shareholder approval will be sought as part of thedisinterested shareholder vote at the Meeting.

The securities described herein have not been, and willnot be, registered under the United States Securities Act of 1933, asamended (the "1933 Act"), or any state securities laws, andaccordingly, may not be offered or sold within the United Statesexcept in compliance with the registration requirements of the 1933Act and applicable state securities requirements or pursuant toexemptions therefrom. This news release shall not constitute an offerto sell or the solicitation of an offer to buy nor shall there be anysale of the securities in the United States or in any otherjurisdiction in which such offer, solicitation or sale would beunlawful.

About KORE Mining

KORE Mining is focused on responsibly creating valuefrom its portfolio of gold assets in California, USA. The Company isadvancing the Imperial project towards development while continuing toexplore across both district-scale gold assets.

Further information on Imperialand KORE can be found on the Company’s website at www.koremining.com or by contactingus as info@koremining.com or bytelephone at (888) 407-5450.

On behalf of KORE Mining Ltd.

“ JamesHynes”

Executive Chairman and CEO

(604) 243-7990

Neither the TSX Venture Exchange norits Regulation Services Provider (as that term is defined in thepolicies of the TSX Venture Exchange) accepts responsibility for theadequacy or accuracy of this release.

Cautionary StatementRegarding Forward-Looking Information

This news release containsforward-looking statements relating to the future operations of theCompany and other statements that are not historical facts. Forward-looking statements are often identified by terms such as"will", "may", "should","anticipate", "expects", “intends”,“indicates” and similar expressions.  All statements other than statements of historicalfact included in this news release, including, without limitation,statements regarding the anticipated reinstatement of trading of theCompany’s common shares on the TSX Venture Exchange (the“TSXV”), the Company’s intention to complete a non-brokeredprivate placement and the expected use of proceeds therefrom, theCompany’s plans to address its working capital deficiency, thecompletion or outcome of the consolidation of the Company’s commonshares, and the outcome of negotiations with Karus Gold Corp.regarding the related party loan, are forward-lookingstatements.

Forward?looking statements in thisnews release include, but are not limited to, statements with respectto, among others: the timing regarding the resumption of trading ofthe Company’s common shares on the Exchange after the reinstatementthereof; the anticipated terms, timing, completion and success of thenon-brokered private placement; the Company’s ability to strengthenits financial position and address its working capital deficiency; theanticipated effects of the consolidation of the Company’s commonshares and whether such consolidation will be completed as planned;and the evaluation of other strategic opportunities to improve thebalance sheet. Such forward?looking statements, and any assumptionsupon which they are based, are made in good faith and reflect ourcurrent judgment regarding the direction of our business.  Inconnection with the forward?looking information contained in thispresentation, the Company has made numerous assumptions, including,among others: that the Company will receive all required approvals,including the approval of the Exchange for the reinstatement and theConsolidation; that the Company will return to trade within the timingprovided for under Exchange polices and will be able to close theConsolidation as expected; that the Company will be able to completethe Consolidation at all; and other planning assumptions.  While theCompany considers these assumptions to be reasonable, theseassumptions are inherently subject to significant uncertainties andcontingencies.

Forward looking information involvesknown and unknown risks, uncertainties and other factors which maycause the actual results, performance or achievements of the Companyto be materially different from any future results, performance orachievements expressed or implied by the forward?lookinginformation.  Known risk factors include, among others: theCompany’s common shares may not resume trading on the Exchange;investor demand may weaken; the need to obtain additional financing;and uncertainty as to the availability and terms of future financing.

Forward-looking statements containedherein are made as of the date of this news release and the Companydisclaims any obligation to update any forward-looking statements,whether as a result of new information, future events or results,except as may be required by applicable securities laws.  There canbe no assurance that forward-looking information will prove to beaccurate, as actual results and future events could differ materiallyfrom those anticipated in such statements.  Accordingly, readersshould not place undue reliance on forward-looking information.

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