Star Diamond Corporation Announces Closing of $1 Million Flow-Though Private Placement Financing and Additional Non Flow-Through Private Placement of Up to $2 Million

TSX: DIAM

Star Diamond Corporation (TSX: DIAM) ("Star Diamond" or the "Corporation") is pleased to announce the successful closing of a $1 .0 million private placement of 5,555,556 Flow-Through Units at a price of $0 .18 per Flow-Through Unit (the "Flow-Through Offering").

Star Diamond Corporation logo (CNW Group/Star Diamond Corporation)

Each Flow-Through Unit is comprised of one flow-through common share and one-half (1/2) of one flow-through warrant. Each whole warrant will entitle the holder thereof to purchase one non-flow-through common share at a price of $0.25 , for a period of twenty-four months from closing. The proceeds from the sale of the Flow-Through Units will be used by the Corporation to incur Canadian exploration expenses ("Qualifying Expenditures") prior to December 31, 2021 (or December 31, 2022 if the proposals by the Department of Finance resulting from the COVID-19 pandemic, announced on July 10, 2020 , become law). The Corporation will renounce the Qualifying Expenditures to subscribers of Flow-Through Units for the fiscal year ended December 31, 2020 .

The Corporation issued Red Cloud Securities Inc., acting as finder in connection with the Flow-Through Offering ("Finder"), common shares from treasury equal to 5%, and also issued the Finder warrants equal to 5%, of the number of Flow-Through Units attributable to the Finder pursuant to the Flow-Through Offering (the "Finder's Warrants"). In relation to the Offering, the Corporation issued 277,778 common shares and 277,778 in Finder's Warrants exercisable at any time up to twenty-four months following the closing of the Flow-Through Offering at $0.19 per share. All securities issued pursuant to the Flow-Through Offering are subject to a four month hold period in accordance with applicable securities laws and exchange regulations. The Flow-Through Offering is subject to TSX acceptance of requisite regulatory filings. Insiders did not participate in the Flow-Through Offering.

Star Diamond is pleased to also announce that it proposes to undertake an additional non-brokered private placement for gross proceeds of up to $2.0 million (the "Offering"). The Offering will be comprised of non-flow-through units (the "Units") to be sold at a price of $0.15 per Unit. Each Unit will be comprised of one common share and one warrant ("Unit Warrant"). The Unit Warrants entitle the holder thereof to purchase one common share at a price of $0.25 , for a period of twenty-four months from closing. The exact number of Units sold will be determined at closing. The Corporation may pay finders' fees, comprised of common shares and warrants, in connection with the Offering. All securities issued pursuant to the Offering will be subject to a four month hold period in accordance with applicable securities laws and exchange regulations. The Offering is subject to TSX acceptance of requisite regulatory filings.

About Star Diamond Corporation

Star Diamond is a Canadian based corporation engaged in the acquisition, exploration and development of mineral properties. Shares of the Corporation trade on the Toronto Stock Exchange under the trading symbol "DIAM".

Caution Regarding Forward-Looking Statements

This press release contains "forward-looking statements" and/or "forward-looking information", within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements. Generally, forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expect", "is expected", "in order to", "is focused on" (a future event), "estimates", "intends", "anticipates", "believes" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", or the negative connotation thereof. Forward-looking statements included or implied in this press release include the tax treatment of flow-through common shares and the use of the proceeds of the Offering. These forward-looking statements are based on the Corporation's current beliefs as well as assumptions made by and information currently available to the Corporation. Although management considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that predictions, forecasts, projections and other forward-looking statements will not be achieved. We caution readers not to place undue reliance on these statements as a number of important factors could cause the actual results to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates and intentions expressed in such forward-looking statements.

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

SOURCE Star Diamond Corporation

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STAR - ORION SOUTH DIAMOND PROJECT REVISED MINERAL RESOURCES ESTIMATE TECHNICAL REPORT FILED ON SEDAR+

Star Diamond Corporation ("Star Diamond" or the "Company") is pleased to announce that the Technical Report documenting the Revised Mineral Resources Estimate (see News Release dated July 24, 2024 ) for the Star Orion South Diamond Project (the "Project") has been filed on SEDAR+ ( www.sedarplus.ca ). This Technical Report has also been posted on the Star Diamond website: Technical Report 2024 .

Star Diamond Corporation logo (CNW Group/Star Diamond Corporation)

The scientific and technical information contained in this press release has been prepared and verified by A.C.A. Howe International Limited ("Howe"), under the supervision of Mr. Daniel C. Leroux, M.Sc., P. Geo. and the Mineral Resource estimation methodology under the supervision of Peter Ravenscroft , FAusIMM, of Ravenscroft Mining Advisors, an independent mining consultant, and a Qualified Person ("QP") within the meaning of National Instrument 43-101 – Standards of Disclosure for Mineral Projects ("NI 43-101") of the Canadian Securities Administrators. This Revised Mineral Resources estimate uses diamond industry standard methods which are rigorously applied to the Star and Orion South evaluation data, acknowledging the significant control that fundamental kimberlite geology has on the distribution of diamonds within these deposits.

The Revised Mineral Resources estimate will now be incorporated into a re-optimized open pit mine plan for the Project, which will include a re-evaluation of Mineral Reserves and an economic assessment based thereon. It is anticipated this work will be completed during 2024-25 and will result in an updated Pre-feasibility Study including a revised statement of Mineral Reserves for the Project, if warranted, and an economic assessment based thereon. Accordingly, the Mineral Resources and economic assessment previously disclosed by Star Diamond for the Project should no longer be relied upon.

All technical information in this press release has been prepared under the supervision of George Read , Senior Vice President Corporate Development, a registered Professional Geoscientist in the Provinces of Saskatchewan and British Columbia and Mark Shimell , Vice President Exploration, a registered Professional Geoscientist in the Provinces of Saskatchewan and Alberta , who are Star Diamond's QP's under the definition of NI 43-101.

About Star Diamond Corporation

Star Diamond is a Canadian-based corporation engaged in the acquisition, exploration and development of mineral properties. Shares of Star Diamond trade on the Toronto Stock Exchange under the trading symbol "DIAM".   Star Diamond's most significant asset is its 100% interest in the Fort à la Corne Project in central Saskatchewan.  These kimberlites are located in close proximity to established infrastructure, including paved highways and the electrical power grid, which provide significant advantages for future mine development.

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Caution Regarding Forward-looking Statements

This press release contains "forward-looking statements" and/or "forward-looking information" (collectively, "forward-looking statements") within the meaning of applicable securities legislation. All statements, other than statements of historical fact, are forward-looking statements. Forward-looking information is often, but not always, identified by the use of words such as "anticipate", "believe", "expect", "plan", "intend", "forecast", "target", "project", "guidance", "may", "will", "should", "could", "estimate", "predict" or similar words suggesting future outcomes or language suggesting an outlook. In particular, statements regarding Star Diamond's future operations, future exploration and development activities or other development plans constitute forward-looking statements. By their nature, statements referring to mineral reserves or mineral resources constitute forward-looking statements.

Forward-looking statements in this press release include but are not limited to statements with respect to the Revised Mineral Resources Estimate; improvement in the Mineral Resource estimate; the re-optimization of the Star and Orion South open pits; the publication of the Technical Report; and the aim of the Company to undertake a PFS and Feasibility Study and timelines.

These forward-looking statements are based on Star Diamond's current beliefs as well as assumptions made by and information currently available to Star Diamond and involve inherent risks and uncertainties, both general and specific. Risks exist that forward-looking statements will not be achieved due to a number of factors including, but not limited to, developments in world diamond markets, changes in diamond prices, risks relating to fluctuations in the Canadian dollar and other currencies relative to the US dollar, changes in exploration, development or mining plans due to exploration results and changing budget priorities of Star Diamond, the impact of changes in the laws and regulations regulating mining exploration, development, closure, judicial or regulatory judgments and legal proceedings, operational and infrastructure risks and the additional risks described in Star Diamond's most recently filed Annual Information Form, annual and interim MDA.

SOURCE Star Diamond Corporation

Cision View original content to download multimedia: http://www.newswire.ca/en/releases/archive/September2024/05/c1009.html

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