Abacus Mining & Exploration Corporation (“Abacus” or “The Company”) (TSXV:AME) is excited to declare the signing of an Agreement with Almadex Minerals Ltd. and its wholly-owned Nevada subsidiary, Almadex America Inc. (“Almadex”), to procure full ownership of the Willow porphyry copper property situated in Yerington, Nevada, (“Willow Property”), along with associated data (the “Willow Data”).

As per the Agreement, contingent upon TSX Venture Exchange (“TSX-V”) approval, Abacus will issue common shares (“Shares”) to Almadex, including:

•  7,500,000 shares in the capital of the Company (“Shares”) (the “Initial Shares”) upon the conclusion of the transaction, anticipated to occur around June 30, 2024 (the “Closing Date”); and,

•  On 31 July 2025 (the “Top-Up Date”), the ratio of the number of Shares owned by Almadex immediately following the transaction's completion on the Closing Date to the total number of Shares outstanding on the Top-Up Date equals 0.08, rounded down to the nearest whole Share (the “Top-Up Shares”).

Upon issuance of the Initial Shares, Abacus will assume ownership of the claims encompassing the Willow Property. Abacus will then proceed to conduct drilling activities on the Willow Property, encompassing a minimum 600-meter exploratory hole within a designated area agreed upon with Almadex, as soon as reasonably practicable following the Closing Date, and no later than December 31, 2025.

A 2% Net Smelter Return (NSR) applies to future mineral production from the Willow Property.

Paul G. Anderson, President and CEO of Abacus, remarked, "In early 2017, Abacus and Almadex entered into an option agreement for Willow, enabling Abacus to acquire a cumulative 75% interest in Willow through meeting specified spending thresholds and issuing shares. This Agreement eliminates the spending obligations and consolidates ownership of an exceptionally promising porphyry copper property that has yet to be extensively drilled."

Starting in 2017, Abacus conducted geological, geochemical, and geophysical investigations on the Willow site, uncovering an extensive area characterized by intense silicic and advanced argillic alteration. These findings were indicated by corresponding geological, geochemical, and geophysical characteristics typically associated with a porphyry Cu-Mo deposit.

Abacus is actively engaged in mineral exploration and mine development, with a current focus on copper and gold projects in British Columbia (B.C.) and Nevada. The company's primary asset is a 20% ownership stake, alongside KGHM Polska Miedz S.A. (80%), in the proposed copper-gold Ajax Mine situated southwest of Kamloops, B.C. The Ajax Mine has undergone a collaborative provincial and federal environmental assessment process. However, on December 14, 2017, the B.C. Minister of Environment and Climate Change Strategy and the Minister of Energy, Mines, and Petroleum Resources decided not to issue an environmental assessment certificate for the Project. KGHM has recently reopened an office in Kamloops, B.C. to facilitate engagement with First Nations, communities, and government stakeholders, with the aim of progressing the project toward a potential resubmission of the environmental application.

Abacus is also in the process of acquiring a 100% interest in the Willow copper-gold property located near Yerington, Nevada. Additionally, the company holds control over the contiguous Nev-Lorraine claims through a ten-year lease agreement.