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EDM ANNOUNCES NON-BROKERED PRIVATE PLACEMENT

Mar 1, 2023

Halifax, Nova Scotia, March 1, 2023 – EDM Resources Inc. (TSX-V: EDM) (“EDM” or the “Company”) is pleased to announce a non-brokered hard dollar and flow-though private placement for aggregate gross proceeds of up to C$1,650,000 (the “Offering”).


The Company’s President and CEO, Mr. Mark Haywood, commented: “We are very pleased to provide an opportunity for investors to participate in this private placement, which the Company anticipates being the last prior to the commencement of commercial production presently scheduled for January 2024. The majority of the net proceeds of the hard dollar component of this financing is planned to exchange the Company’s C$3 million cash environmental bond with a surety environmental bond, which in effect releases the C$3 million to EDM’s treasury. The proceeds of the flow- through component of the financing will be used to advance the Company’s exploration projects which are near to the Scotia Mine.

With only 20 million shares currently issued and outstanding, EDM is a tightly held, publicly traded mining company which in the last 3 years has taken the Scotia Mine from a moth-balled project to a permitted and compliant mine, financed to commercial production by one of the world’s largest traders of physical non-ferrous metals, Geneva based IXM S.A.”


The hard dollar component of the Offering is a non-brokered private placement of up to 3,000,000 units (“HD Units”) of the Company (the “Hard Dollar Offering”) at a price of C$0.50 per HD Unit, each HD Unit consisting of one common share of the Company (each an “HD Share”) and one share purchase warrant entitling the holder to purchase one common share of the Company (each an “HD Warrant Share”) at a price of C$0.75 for each HD Warrant Share, until the date that is 36 months from the closing of the Hard Dollar Offering. The Company will use the net proceeds from the HD Offering to advance geotechnical and environmental bonding work at its wholly-owned Scotia Mine, located 60 km north of Halifax (the “Scotia Mine”), to pay deposits for critical long-lead time equipment required to commence mining operations at the Scotia Mine, and for general working capital purposes.


The flow-through component of the Offering is a non-brokered private placement of up to 250,000 common shares (“FT Units”) of the Company (the “Flow-Through Offering”) at a price of C$0.60 per FT Unit, each FT Unit consisting of one common share of the Company (each an “FT Share”) and one half of one share purchase warrant entitling the holder to purchase one common share of the Company (each an “FT Warrant Share”) at a price of C$0.75 for each FT Warrant Share until the date that is 36 months from the closing of the Flow-Through Offering. The Company will use the gross proceeds from the Flow-Through Offering to conduct exploration work on its mineral properties qualifying as Canadian Exploration Expenditures, as such term is defined in the Income Tax Act (Canada).


Certain directors, officers and other insiders of the Company are expected to acquire securities under the Offering. Such participation will be a “related party transaction” as such term is defined in Multilateral Instrument 61-101- Protection of Minority Security Holders in Special Transactions (“MI 61-101”) but is exempt from the valuation and minority shareholder approval requirements of MI 61-101.


The Offering is subject to the TSX Venture Exchange approval.

This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any of the securities in the UnitedStates.


The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

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