Rouyn-Noranda, Canada – TheNewswire - May 31, 2022 - Abcourt Mines Inc. (“Abcourt” or the “Corporation”) (TSXV:ABI) (OTC:ABMBF) announces the closing of a non-brokered private placement announced on March 29, 2022, for a number of 16,750,000 Units at a price of $0.10 per Unit for total proceeds of $1,675,000.  Each Unit is composed of one (1) Class B share of the Corporation (a “Common Share”) and one (1) Common Share purchase warrant, each warrant and $0.15 being required to purchase one Common Share of the Corporation until May 31, 2025 (the “Private Placement”).

Net proceeds from the Private Placement will be used by the Corporation for its working capital to pay current debts. No finder fees were paid in connection with the Private Placement.

After the Private Placement, the Corporation has 328,289,130 Common Shares issued and outstanding.

Certain related parties to Abcourt (the “Related Parties”) have participated in the Private Placement:  

• -.Renaud Hinse, Director, through Décochib Inc., a private company owned by Renaud Hinse and members of his family, has purchased 6,650,000 Units (representing 6,650,000 Common Shares and 6,650,000 warrants) for an amount of $665,000.  After the Private Placement and before the exercise of the warrants included in the Units, Renaud Hinse will hold or exercise control, directly or indirectly, over approximately 18.3% of the Corporation’s issued and outstanding Common Shares. After the Private Placement and if all the warrants issued under the Private Placement were exercised, Renaud Hinse would hold or exercise control, directly or indirectly, over approximately 19.3% of the Corporation’s issued and outstanding Common Shares. 

• -.Francois Mestrallet, Director, directly and through SARL MF, a private company controlled by François Mestrallet, has purchased a total of 5,000,000 Units (representing 5,000,000 Common Shares and 5,000,000 warrants) for an amount of $500,000.  After the Private Placement and before the exercise of the warrants included in the Units, François Mestrallet will hold or exercise control, directly or indirectly, over approximately 17.7% of the Corporation’s issued and outstanding Common Shares. After the Private Placement and if all the warrants issued under the Private Placement were exercised, François Mestrallet would hold or exercise control, directly or indirectly, over approximately 18.3% of the Corporation’s issued and outstanding Common Shares. 

The securities issued to the Related Parties in the Private Placement constitutes a “related party transaction” within the meaning of Regulation 61-101 respecting protection of minority security holders in special transactions (“Regulation 61-101”). In its consideration and approval of the Private Placement, the Board of Directors of Abcourt has determined that such subscriptions to the Related Parties are exempt from the formal valuation and minority approval requirements of Regulation 61-101 on the basis that the fair market value of the subscriptions to the Related Parties does not exceed 25% of the market capitalization of Abcourt, in accordance with sections 5.5 and 5.7 of Regulation 61-101.

All of the securities of Abcourt issued under the Private Placement are subject to a hold period of four months from the closing date, expiring on October 1, 2022 for the securities issued at the first closing. The Private Placement is subject to the final approval of the TSX Venture.

ABOUT ABCOURT MINES INC.

Abcourt Mines Inc. is a gold producer and a Canadian exploration corporation with strategically located properties in northwestern Quebec, Canada. Abcourt owns the Sleeping Giant mill and mine where it concentrates its activities.

For more information about Abcourt Mines Inc., please visit our web site at www.abcourt.com and consult our filings under Abcourt's profile on www.sedar.com.

The TSX Venture Exchange and its regulatory service provider (as defined in the policies of the TSX Venture Exchange) assume no responsibility for the adequacy or accuracy of this press release.