Max Resource Closes Over-Subscribed Private Placement

MAX Resource Corp. (TSXV: MAX,OTC:MXROF) (OTC Pink: MXROF) (FSE: M1D2) ("Max" or the "Company") is pleased to announce that, further to its news release dated October 2, 2025, it has closed an over-subscribed non-brokered private placement of CAD $3,400,000 (the "Offering").

The Company has allotted and issued 34,000,000 units (the " Units") at a price of CAD $0.10 per Unit. Each Unit is comprised of one common share and one-half of one transferable warrant (each whole, a "Warrant"). Each Warrant entitles the holder to purchase one additional common share for a period of two (2) years at a price of CAD $0.175 per share.

In connection with the Offering, the Company has paid finder's fees of CAD $121,170 and issued an aggregate of 360,000 common shares and 1,751,700 non-transferable broker warrants (the "Broker Warrants") to arm's-length parties, with each Broker Warrant entitling the holder to acquire one additional common share for a period of two (2) years at a price of CAD $0.175 per share.

The Company intends to use the proceeds from this Offering towards mineral exploration at its newly acquired Mora Gold-Silver Project and general working capital. The Offering is subject to final TSX Venture Exchange approval, and all securities issued are subject to a four-month-and-one-day hold period.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About MAX Resource Corp.

In August, through its wholly owned subsidiary Maximum Company Colombia S.A.S., Max entered into a purchase agreement to acquire 100% of the common shares of Inversiones Villamora S.A.S., a Company in Colombia that owns 100% of mining concession number KK6-0831 ("Mora Property"). The Property covers 40 historic workings, 5 active gold-silver mines, a series of polymetallic structures 2,500m by 1,000m, adjacent to Aris Mining's (TSX: ARIS) (NYSE: AIMN) Marmato mine and Collective Mining's (TSX: CNL) (NYSE: CNL) Guayabales Project abuts to the north.

Max's wholly owned Sierra Azul Copper-Silver Project sits along the Colombian portion of the world's largest producing copper belt (Andean belt), with world-class infrastructure and the presence of global majors (Glencore and Chevron). Max has an Earn-In Agreement ("EIA") with Freeport-McMoRan Exploration Corporation ("Freeport"), a wholly owned affiliate of Freeport-McMoRan Inc. relating to the Sierra Azul Project. Under the terms of the EIA, Freeport has been granted a two-stage option to acquire up to an 80% ownership interest in the Sierra Azul Project by funding cumulative expenditures of C$50m and cash payments totaling C$1.55m. Max is the operator of the initial stage. The USD $4.8m 2025 exploration program for the Sierra Azul Project by Freeport.

Max Iron Brazil's wholly owned Florália Hematite DSO Project is located 67-km east of Belo Horizonte, Minas Gerais, Brazil's largest iron ore and steel producing State. Max's technical team has significantly expanded the Florália Hematite Geological Target from 8-12mt at 58% Fe to 50-70mt at 55%-61% Fe.

Max cautions investors the potential quantity and grade of the iron ore is conceptual in nature, and further cautions there has been insufficient exploration to define a mineral resource and Max is uncertain if further exploration will result in the geological target being delineated as a mineral resource. Hematite mineralization tonnage potential estimation is based on in situ high-grade outcrops and interpreted and modelled magnetic anomalies. Density value used for the estimate is 2.8t/m³. Hematite sample grades range between 55-61% Fe. The 58 channel samples were collected for chemical analysis from in situ outcrops in previously mined slopes of industrial materials.

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.

Except for statements of historic fact, this news release contains certain "forward-looking information" within the meaning of applicable securities law.

Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. Forward-looking statements are based on the opinions and estimates at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements including, but not limited to delays or uncertainties with regulatory approvals, including that of the TSXV. There are uncertainties inherent in forward-looking information, including factors beyond the Company's control. There are no assurances that the commercialization plans for Max Resources Corp. described in this news release will come into effect on the terms or time frame described herein.

The Company undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change except as required by law. The reader is cautioned not to place undue reliance on forward-looking statements. Additional information identifying risks and uncertainties that could affect financial results is contained in the Company's filings with Canadian securities regulators, which filings are available at www.sedarplus.ca.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/270629