GPM Metals Completes Non-Brokered Private Placement

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TORONTO, Sept. 5, 2024 - GPM Metals Inc. (TSXV: GPM) ("GPM" or the "Company") is pleased to announce that on September 4, 2024, it closed the previously announced non-brokered private placement of 41,666,668 units of the Company (the "Units") at a price of C$0.06 per Unit for aggregate gross proceeds of approximately C$2.5 million (the "Offering"). Each Unit consists of one common share of the Company and one-half of one common share purchase warrant of the Company (each whole common share purchase warrant, a "Warrant"). Each Warrant entitles the holder thereof to acquire one common share of the Company at a price of C$0.10 until September 4, 2026.

The proceeds of the Offering will be used by the Company for exploration efforts at its Walker Gossan Project located in Australia and for general corporate purposes and working capital.

The Offering is subject to the receipt of the final approval of the TSX Venture Exchange ("TSXV"). All securities issued under the Offering are subject to a hold period expiring four months from the date hereof. No finders' fees were payable in connection with the Offering.

Insiders of the Company subscribed for 4,360,328 Units under the Offering. The insiders' participation in the Offering constitutes a "related party transaction" as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the securities acquired by the insiders, nor the consideration for the securities paid by such insiders, exceed 25% of the Company's market capitalization.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States or any other jurisdiction. No securities may be offered or sold in the United States or in any other jurisdiction in which such offer or sale would be unlawful prior to registration under U.S. Securities Act of 1933 or an exemption therefrom or qualification under the securities laws of such other jurisdiction or an exemption therefrom.

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

Forward-Looking Statements

Information set forth in this news release involves forward-looking statements under applicable securities laws. The forward-looking statements contained herein include, but are not limited to, the intended use of proceeds and the receipt of TSXV approval, and all such forward-looking statements are expressly qualified in their entirety by this cautionary statement. The forward-looking statements included in this news release are made as of the date hereof and the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities legislation. Although the Company believes that the expectations represented in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct and, accordingly, undue reliance should not be put on such forward-looking statements. This news release does not constitute an offer to sell or solicitation of an offer to buy any of the securities described herein.

SOURCE GPM Metals Inc.