Carcetti Announces Further Upsize of Brokered Private Placement and Closing of Financings for Aggregate Gross Proceeds of Approximately C$756 Million ($542 Million)

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

All dollar figures are in US dollars unless otherwise indicated. Canadian dollar amounts converted into US dollars based on the October 6, 2025 Bank of Canada Daily Exchange Rate of 1.3955.

VANCOUVER, BC / ACCESS Newswire / October 7, 2025 / Carcetti Capital Corp. ("Carcetti" or the "Company") (TSXV:CART) is pleased to announce that it has further upsized its previously announced bought deal private placement of subscription receipts of the Company (the "Brokered Offering") and closed the Brokered Offering and concurrent non-brokered private placement of subscription receipts of the Company (the "Non-Brokered Offering"). Further, the Company announces its Reactivation (as such term is defined in TSXV Policy 2.6 - Reactivation of NEX Companies) from NEX Board to the main board of the TSX Venture Exchange (the "TSXV") as a Tier 1 mining issuer.

As disclosed in the Company's news releases dated September 10, 2025 and October 1, 2025 (the "Previous News Releases"), the Company has entered into a definitive agreement (the "Transaction Agreement") to acquire a 100% interest in the Hemlo Gold Mine ("Hemlo") in Ontario, Canada from wholly-owned subsidiaries of Barrick Mining Corporation ("Barrick") for $875 million in cash and 34.6 million common shares of the Company (each, a "Share") payable at closing, plus up to $165 million in additional contingent cash payments tied to gold price thresholds (the "Transaction").

Private Placements

Pursuant to the Brokered Offering, the Company issued 339,268,500 subscription receipts of the Company (the "Brokered Subscription Receipts")at a price of C$2.00 ("Brokered Issue Price") per Brokered Subscription Receipt for gross proceeds of C$678,537,000 ($486,232,174). The syndicate of underwriters under the Brokered Offering was led by Scotiabank, as lead underwriter and sole bookrunner, and included BMO Nesbitt Burns Inc., Canaccord Genuity Corp., CIBC World Markets Inc., National Bank Financial Inc., Stifel Nicolaus Canada Inc. and Agentis Capital Markets (collectively, the "Underwriters").

Pursuant to the Non-Brokered Offering, the Company issued 38,725,330 subscription receipts of the Company (the "Non-Brokered Subscription Receipts") having substantially the same terms as the Brokered Subscription Receipts (together with the Brokered Subscription Receipts, the "Subscription Receipts") at a price of C$2.00 / $1.44¹ ("Non-Brokered Issue Price") per Non-Brokered Subscription Receipt for gross proceeds of C$77,819,325 ($55,764,475).