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Freeport Resources Inc. M&A Activity 2020

Sep 4, 2020

43888_rns_2020-09-04_fbeb1093-753a-4fe8-a588-47e75c3f41ff.PDF

M&A Activity

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NEWS RELEASE

September 4, 2020

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Freeport to Acquire Star Mountains Gold Project

Vancouver, British Columbia – (September 4, 2020) Freeport Resources Inc. (TSX-V: FRI) (“ Freeport ”, or the “ Company ”) is pleased to announce that it has signed a definitive share purchase agreement (the “ Purchase Agreement ”), dated effective September 4, 2020, with Quidum Resources Inc. (“ Quidum ”), and all of the shareholders of Quidum (collectively, the “ Vendors ”), pursuant to which the Company proposes to acquire all of the outstanding share capital of Quidum from the Vendors (the “ Transaction ”).

Quidum is a privately-held company which controls Highlands Pacific Resources Limited, a corporation established under the laws of Papua New Guinea and which owns a series of contiguous exploration licenses located in Papua New Guinea and which are together commonly known as the “Star Mountains Property”.

The Company is at arms-length from each of Quidum, and the Vendors. In consideration for all of the outstanding share capital of Quidum, the Company has agreed to issue 10,000,000 common shares. In connection with completion of the Transaction, the Company does not expect to assume any material liabilities, nor does it expect to devote the majority of its working capital or resources to the development of Quidum or the Star Mountains Property. As a result, the Transaction does not constitute a fundamental acquistion for the Company, within the policies of the TSX Venture Exchange. The Transaction will not result in the creation of a new insider, or a change of control, of the Company, within the meaning of applicable securities laws.

Completion of the Transaction remains subject to the approval of the TSX Venture Exchange, and cannot be completed until such approval has been received. No finders fees or commissions are payable in connection with the Transaction.

About the Star Mountains Property

The Star Mountains exploration tenements comprise four leases within the highly prospective New Guinea Orogenic Belt, approximately 25 kilometres from the premier mining operation of Ok Tedi. This belt is also home to several other significant mines including Grasberg, Porgera and Frieda River. At least US$50 million has been spent on exploration since Star Mountains was first discovered. In 2018 H&S Consultants Pty. Ltd. (“ H&SC ”) completed a maiden Mineral Resource Estimate for the Olgal deposit within the tenements. Using a 0.3% copper cut-off grade, the deposit is estimated to contain 210 million tonnes of Inferred Resource grading 0.4% copper and 0.4 g/t gold, for 2.9 million ounces of contained gold and 0.84 million tonnes (1.9 billion pounds) of contained copper. Using current prices for gold (US$1,767 per ounce of gold) and copper (US$5,885 per tonne of copper), this is equivalent to 5.7 million ounces of gold or 1.7 million tonnes (3.8 billion pounds) of copper. The logistics in the area are well-established and there remains significant potential for additional discoveries within the existing tenements.

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Web: www.freeportresources.com

The Mineral Resource has an effective date of February 20, 2018 and is presented in a geological report dated June 23, 2020. The Company is not treating these historical estimates as current and has not completed sufficient work to classify these historical estimates as current Mineral Resources. While the Company is not treating these historical estimates as current, it does believe the work conducted by H&SC is reliable and may be of assistance to readers.

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 5,000 tonne bulk sample released for environmental assessment. Please visit www.freeportresources.com or contact us for more information.

Simon Tear, P. Geo., and Arnold van der Heyden, MAIG, each Directors of H&SC, are qualified persons for the purposes of National Instrument 43-101. Messrs. Tear and van der Heyden have reviewed and approved the technical content in this news release.

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.

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”, “intends” and similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to the intended completion of the Transaction, the Star Mountains Property, 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