MARKET WIRE NEWS

Pambili Announces C$1-million Private Placement

Source: TheNewsWire

(TheNewswire)

CALGARY, Canada (June 23,2025) TheNewswire - Pambili Natural Resources Corporation("Pambili" or the "Company") (TSX-V: PNN) is pleased to announce that it will be undertaking a non-brokered private placement (the“Offering”) of up to 20million Units to raise aggregate gross proceedsof C$1million (the “Proceeds”) on the TSXVenture Exchange (the “ Exchange ”).

Each Unit is offered at C$0.05 and comprisesone common share (“Common Share”) and one common share purchasewarrant (“Warrant”) with an exercise price of C$0.10 , exercisablefor a period of one year from closing of the Offering.

The Company intends to pay a finder’s fee of 5% ofthe Proceeds in Units. Other than being non-transferable, eachFinder’s Warrant shall otherwise be on the same terms as theWarrants. There are no proposed payments to Non-Arm’s Length Partiesor Parties conducting Investor Relations Activities.

The Units will be offered pursuant to availableprospectus exemptions set out under applicable securities laws andinstruments, including National Instrument 45-106 – Prospectus Exemptions.

It is expected that certain Insiders (as such term isdefined under the policies of the Exchange) of the Company mayparticipate in the Offering. The participation by Insiders in theOffering will constitute a “related party transaction” within themeaning of Multilateral Instrument 61 101 Protection of Minority Security Holders inSpecial Transactions (“ MI 61-101 ”). TheCompany intends to rely on exemptions from the formal valuation andminority shareholder approval requirements provided under subsections5.5(a) and 5.7(a) of MI 61-101 on the basis that participation in theOffering by Insiders will not exceed 25% of the fair market value ofthe Company’s market capitalization.

The Offering may close in one or more tranches, assubscriptions are received. Units issuedpursuant to the Offering shall be subject to a four-month-plus-one-dayhold period (“ Hold Period“) commencing on the date of issue under applicable Canadiansecurities laws. Closing of the Offering, whichis expected to occur on or about Aug. 31, 2025, will be subject tosatisfaction of certain conditions, including, but not limited to, thereceipt of all necessary regulatory and other approvals, includingapproval by the Exchange.

The Proceeds will provide general working capital forbusiness development and will be allocated to:

  • Continued development of the Company’s Golden ValleyA1 mining claim (“GVM”) near Bulawayo, Zimbabwe

  • Completion of due diligence at the London Wall(“LW”) project near Gwanda, Zimbabwe. Pambili owns an option topurchase LW (the “Option”) as previously announced on Nov. 19,2024. The due diligence at LW is expected to lead to pilot productionahead of potential acquisition of LW.

Jon Harris, Chief Executive Officer of Pambili NaturalResources, commented:

Given current gold prices and goodhistoric project fundamentals, we are excited about the potential at London Wall. This financing will allow us torehabilitate the historic East Shaft and complete the survey of theold development drives. Our aim is to commence pilot production assoon as possible to enable us to assess the mine’s commercialviability.”

About Pambili Natural ResourcesCorporation: Pambili Natural ResourcesCorporation is a natural resources exploration and development company( www.pambilinrc.com ) currentlydeveloping gold projects in Zimbabwe.

For further information,contact:

Pambili NaturalResources Corporation

Jon Harris (CEO)

T : 403 2774421

E : jon.harris@pambilinrc.com

Neither TSX Venture Exchange nor itsRegulation Services Provider (as that term is defined in the policiesof the TSX Venture Exchange) accepts responsibility for the adequacyor accuracy of this release.

Caution Regarding Forward-Looking InformationForward-looking statements. Certain information set forth in this newsrelease may contain forward-looking statements that involvesubstantial known and unknown risks and uncertainties. Forward-lookingstatements are often, but not always, identified by words such as“believes”, “may”, “likely”, “plans”, or similarwords. Forward- looking statements included in this news releaseinclude statements with respect to work to be done on its goldprojects in Zimbabwe. These forward-looking statements are subject tonumerous risks and uncertainties, certain of which are beyond thecontrol of the Corporation, including, but not limited to the impactof general economic conditions, industry conditions, currencyfluctuations, and dependence upon regulatory approvals. TheCorporation does not assume any obligation to update theforward-looking statements to reflect changes in assumptions orcircumstances other than as required by applicable law.

Readers are cautioned not to place undue reliance onForward-looking statements.

[NOT FOR DISTRIBUTION TO U.S.NEWSWIRE OR FOR DISSEMINATION IN THE UNITED STATES]

Copyright (c) 2025 TheNewswire - All rights reserved.

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