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Freeport Resources Inc. Capital/Financing Update 2020

Jun 4, 2020

43888_rns_2020-06-04_19076e49-edb0-4177-bc8a-910d3a157dd1.PDF

Capital/Financing Update

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NEWS RELEASE

June 4, 2020

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Freeport Completes Private Placement

Vancouver, British Columbia – (June 4, 2020) Freeport Resources Inc. (TSX-V: FRI) (“ Freeport ”, or the “ Company ”) announces that it has completed its non-brokered private placement (the “ Placement ”) through the issuance of 40,000,000 units (each, a “ Unit ”). The Units were offered at a price of $0.075 per Unit for gross proceeds of $3,000,000. Each Unit consists of one common share of the Company, and one share purchase warrant entitling the holder to acquire an additional common share at a price of $0.10 until June 4, 2022.

Freeport intends to use the net proceeds of the Placement to conduct due diligence on potential acquisition opportunities in the natural resources sector, retire existing debts and payables, for general working capital purposes and to ensure compliance with the continued listing requirements of the TSX Venture Exchange.

In connection with completion of the Placement, the Company issued 1,771,184 Units to certain arms-length third parties who assisted in introducing subscribers to the Placement. All securities issued in connection with the Placement are subject to a four-month-and-one-day statutory hold period, in accordance with applicable securities laws, expiring on October 5, 2020.

The Placement included subscriptions from directors and officers of the Company for an aggregate of 950,000 Units. The issuance of Units to directors and officers of the Company, pursuant to the Placement, are considered related party transactions within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“ MI 61-101 ”). The Company relied on exemptions from the formal valuation and minority approval requirements in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of insider participation, as neither the fair market value of, nor the fair market value of the consideration for, the Placement, insofar as it involves directors and officers of the Company, exceeded twenty-five percent of the market capitalization of the Company.

About Freeport

Freeport is a Canadian junior exploration company with a diverse portfolio of properties -- the Red Rose Mine (a past producer of tungsten-gold-copper), Spanish Mountain Gold (adjacent to a proposed open-pit gold mine), and the Q (a large, well-known fluorspar deposit), all located in British Columbia. The Hutton Garnet Beaches in Labrador, eastern Canada, has a positive NI 43-101 Prefeasibility (2004), and a 5000 tonne bulk sample released from environmental assessment. Please visit www.freeportresources.com or contact us for more information.

On behalf of the Board,

Freeport Resources Inc.

Gord Friesen, Chief Executive Officer (236) 334-1660 or [email protected]

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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Web: www.freeportresources.com

This news release may contain certain “Forward-Looking Statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When or if used in this news release, the words “anticipate”, “believe”, “estimate”, “expect”, “target, “plan”, “forecast”, “may”, “schedule” and similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to the intended use of the proceeds from the Placement, and other factors or information. Such statements represent the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules and regulations.

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Web: www.freeportresources.com