Pan American Closes LIFE Offering and Concurrent Private Placement Offering

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CALGARY, Alberta, Oct. 14, 2025 (GLOBE NEWSWIRE) -- Pan American Energy Corp. (the “Company” or “Pan American”) (CSE: PNRG) (OTCQB: PAANF) (FRA: SS6) is pleased to announce that it has closed its previously announced non-brokered private placement of charity flow-through units of the Company (“Charity FT Units”) and non-flow-through units of the Company (“NFT Units”), and its previously announced concurrent non-brokered private placement of units of the Company (“Units”) as further set out below.

LIFE Offering

The Company closed the non-brokered private placement of (i) 1,333,333 Charity FT Units at a price of C$0.75 per Charity FT Unit, and (ii) 2,000,000 non-flow-through units of the Company (“NFT Units”) at a price of C$0.50 per NFT Unit, for aggregate gross proceeds of C$2,000,000 (the “LIFE Offering”), pursuant to the “listed issuer financing exemption” under Part 5A of National Instrument 45-106 Prospectus Exemptions (“NI 45-106”), as amended by Coordinated Blanket Order 45-935 Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (“Coordinated Blanket Order”).

Each Charity FT Unit consists of one “flow-through share” (“FT Share”) within the meaning of the Income Tax Act (Canada) (“Tax Act”) and one common share (“Common Share”) purchase warrant (“CFT Warrant”), with each CFT Warrant entitling the holder thereof to acquire one Common Share at a price of $0.85 for a period of 24 months from the issuance. The CFT Warrants comprising the Charity FT Units under the LIFE Offering are subject to a 60-day hold period.

Each NFT Unit consists of one non-flow-through common share in the capital of the Corporation (previously defined as a “Common Share”) and one Share purchase warrant (“NFT Warrant”), with each NFT Warrant entitling the holder thereof to acquire one Common Share at a price of $0.65 for a period of 24 months from the date of issuance. The NFT Warrants comprising the NFT Units under the LIFE Offering are subject to a 60-day hold period.

The gross proceeds from the issuance and sale of the Charity FT Units will be used to incur “Canadian Exploration Expenses” that are intended to qualify as “flow-through mining expenditures” as those terms are defined under the Tax Act. The gross proceeds from the issuance and sale of the NFT Units will be used for exploration expenses in respect of the Company’s existing exploration projects and for general working capital purposes.

The LIFE Offering was made pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 and the Coordinated Blanket Order. The FT Shares and Common Shares offered under the LIFE Offering are not subject to hold periods under applicable Canadian securities legislation.

There is an offering document dated August 29, 2025 related to the LIFE Offering that can be accessed under the Company’s profile at www.sedarplus.com and on the Company’s website at https://panam-energy.com/. This offering document contains additional detail regarding the LIFE Offering including the expected use of proceeds from the LIFE Offering.

Concurrent Non-Brokered Private Placement

The Company closed the concurrent non-brokered private placement of 2,000,000 units of the Company (“Units”) at a price of C$0.50 per Unit for aggregate gross proceeds of C$1,000,000 (the “Concurrent Offering” and together with the LIFE Offering, the “Offering”) pursuant to applicable prospectus exemptions under NI 45-106.

Each Unit consists of one Common Share and one Common Share purchase warrant (“Warrant”), with each Warrant entitling the holder thereof to acquire one Common Share at a price of $0.65 for a period of 24 months from the date of issuance.

The Company intends to use the proceeds raised from the Concurrent Offering for exploration expenses in respect
of the Company’s existing exploration projects and for general working capital purposes. All securities issued under the Concurrent Offering are subject to a statutory four month and one day hold period.

The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended, or any U.S. state securities laws, and may not be offered or sold in the United States absent registration or available exemptions from such registration requirements. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States, or in any jurisdiction in which such offer, solicitation or sale would be unlawful.

In connection with the closing of the LIFE Offering and Concurrent Offering, an aggregate of $15,260 was paid in cash as finder’s fees. The Company also issued 30,520 finder’s warrants, with each entitling the holder to acquire one Common Share at a price of $0.65 for a period of 24 months.

About Pan American Energy Corp.

Pan American Energy Corp. (CSE: PNRG) (OTCQB: PAANF) (FSE: SS60) is an exploration stage company engaged principally in the acquisition, exploration, and development of mineral properties containing battery and critical metals in North America.

The Company has executed an option agreement in Canada with Magabra Resources pursuant to which it has acquired a 75% interest in the Big Mack Lithium Project, 80 km north of Kenora, Ontario, with the right to earn an additional 15% for a total 90% interest. Pan American has also entered into an option agreement with Northern Critical Minerals Corp. to acquire up to a 100% interest in the Tharsis REE Project, located in the Northwest Territories. The project hosts the Squalus Lake Alkaline Complex, a Proterozoic-age carbonatite-bearing intrusion prospective for rare earth and high field strength elements.

On Behalf of the Board of Directors

Adrian Lamoureux
CEO & Director

Contact:
Phone: (587) 885-5970
Email: info@panam-energy.com

Forward-Looking Statements

Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words “could”, “intend”, “expect”, “believe”, “will”, “projected”, “estimated” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Company’s current beliefs or assumptions as to the outcome and timing of such future events.

In particular, this press release contains forward-looking information relating to, among other things, the expected use of proceeds from the Offering. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information, including, in respect of the forward-looking information included in this press release, the assumption that the Company will use the proceeds of the Offering as anticipated. Although such forward looking information is based on the reasonable assumptions of the Company’s management, there can be no assurance that any forward-looking information will prove to be accurate.

Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include, among other things, the risk that the Company does not use the proceeds from the Offering as currently expected.

The forward-looking information contained in this release is made as of the date hereof, and the Company is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.

The Canadian Securities Exchange (CSE) has not reviewed, approved, or disapproved the contents of this press release.

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