Prism Resources Announces Shareholder Approval for Royalty Sale to Agnico Eagle

Vancouver, British Columbia–(Newsfile Corp. – July 23, 2026) – Prism Resources Inc. (TSXV: PRS.H) (the “Company” or “Prism“) is pleased to announce that, at the annual general and special meeting (the “Meeting“) of holders (“Shareholders“) of common shares in the capital of the Company (“Shares“) held today, Shareholders voted in favour of the previously announced sale of its right, title and interest in and to a 7.5% net profit interest royalty over certain properties in the Porcupine Mining District of Ontario, which royalty constitutes substantially all of the assets of the Company, to Agnico Eagle Mines Limited (“Agnico“), pursuant to the royalty purchase agreement dated June 3, 2026 between the Company, as seller, and Agnico, as purchaser, for total cash consideration of $5,000,000 (the “Transaction“).

Shareholders holding a total of 33,354,634 Shares were represented in person or by proxy at the Meeting, representing 64.21% of the 51,945,393 issued and outstanding Shares entitled to vote as of June 12, 2026, the record date for the Meeting. The special resolution approving the Transaction (the “Transaction Resolution“) required the approval of (i) at least 66⅔% of the votes cast on the Transaction Resolution by all Shareholders present in person or represented by proxy at the Meeting; and (ii) a majority of votes cast on the Transaction Resolution by disinterested Shareholders present in person or by proxy at the Meeting, which excludes votes attached to Shares held by Agnico and certain directors of the Company, as required under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions and the policies of the TSX Venture Exchange (the “TSXV“). Of the votes cast at the Meeting, 93.81% of the votes cast by all Shareholders were in favour of the Transaction Resolution, and 90.74% of the votes cast by disinterested Shareholders were in favour of the Transaction Resolution.

All other motions tabled at the Meeting, including the election of Brian Kerzner, Timothy Moody, Robert Parsons, Scott Ross and Patrick Evans to the board of directors of the Company, the appointment of Crowe MacKay LLP as the Company’s auditor, and the re-approval of the Company’s stock option plan, also passed.

Completion of the Transaction is subject to the satisfaction of customary closing conditions for a transaction of this nature, including final approval of the TSXV. Subject to the satisfaction (or waiver) of the closing conditions, it is expected that the Transaction will be completed by the end of the month. In addition, the proposed issuance of 33,333,333 Shares in settlement of accrued management and directors’ fees (the “Shares for Services”), as disclosed in the management information circular of the Company dated June 22, 2026, remains subject to the approval of the TSXV and the Company continues to actively pursue approval from the TSXV in that regard.

About Prism Resources

Prism Resources Inc. is a Canadian precious metals explorer and developer headquartered in Vancouver, British Columbia. Prism Resources is comprised of a strong group of directors with significant experience and a well-established track record in the resources sector globally. The Company currently holds a 7.5% Net Profit Interest on Agnico’s Aurora and Sunday Lake properties.

ON BEHALF OF THE BOARD OF DIRECTORS

Brian Kerzner
President, CEO and Director

FORWARD-LOOKING STATEMENTS

This news release contains certain “forward-looking information” within the meaning of applicable Canadian securities legislation (collectively, “forward-looking statements”). Forward-looking statements are typically, but not always, identified by words such as “expects,” “anticipates,” “believes,” “intends,” “plans,” “will,” “may,” “could,” “should,” “would,” “estimate,” “forecast,” “project,” “continue,” “potential,” “target,” or similar expressions suggesting future outcomes or events. Forward-looking statements are based on current expectations, estimates, projections, assumptions and beliefs of management as of the date of this news release. Forward-looking statements in this news release include, but are not limited to, statements regarding the Company’s business, the expected timing of the completion or benefits of the Transaction or the likelihood or ability of the parties to successfully complete the Transaction, the proposed issuance of the Shares for Services and the receipt of TSXV approval therefor, and the Company’s plans, operations and financial position following completion of the Transaction.

Forward-looking statements are based on a number of assumptions believed by management to be reasonable at the time such statements are made. Forward-looking statements are inherently subject to significant business, economic, regulatory and competitive uncertainties and contingencies, many of which are beyond the Company’s control and which could cause actual results to differ materially from those expressed or implied in such forward-looking statements. In making the forward-looking statements contained in this news release, the Company has made certain assumptions, including, without limitation: that the Transaction will be completed within the indicated timeframe; that TSXV approval will be obtained on a timely basis; that TSXV approval for the Shares for Services will be obtained; that there will be no material changes to applicable securities laws, corporate laws or stock exchange policies; and that all other customary closing conditions will be satisfied.

Factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements include, but are not limited to: the failure to obtain TSXV approval on the anticipated timeline, or at all; the failure to obtain TSXV approval for the Shares for Services on a timely basis, or at all; the possibility that the Transaction may not be completed on the anticipated timeline, or at all; changes in general economic, market or business conditions; changes in applicable laws, regulations or stock exchange policies; the Company’s limited operations and financial position following completion of the Transaction; and other risks and uncertainties described in the management information circular of the Company prepared for the Meeting (the “Circular“) and the Company’s public filings available under its SEDAR+ profile at www.sedarplus.ca.

Readers are cautioned not to place undue reliance on forward-looking statements. The forward-looking statements contained herein are expressly qualified in their entirety by the cautionary statements and risk factors set forth in the Circular and the Company’s public filings available under its SEDAR+ profile at www.sedarplus.ca. Forward-looking statements are made as of the date of this news release and the Company undertakes no obligation to update or revise any forward-looking statements, except as required by applicable securities laws.

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

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