REV Closes $5.8 Million in Private Placements with Eric Sprott as Lead Order

14:00 Uhr  |  GlobeNewswire

VANCOUVER, Jan. 16, 2026 - REV Exploration Corp. ("REV" or the "Company") (TSXV: REVX OTC: REVFF) is pleased to announce that it has closed its previously-announced non-brokered hard-dollar private placement (the "Private Placement") for gross proceeds of $3.0 million, through the issuance of 10,000,000 common shares at a price of $0.30 per share. All securities issued in connection with the Private Placement will be subject to a statutory hold period of four months plus one day from the date of issuance, in accordance with applicable securities legislation.

Concurrently, the Company has also closed its non-brokered private placement offering under the Listed Issuer Financing Exemption (the "LIFE Offering"), issuing 7,000,000 common shares at a price of $0.40 per share for gross proceeds of $2.8 million. Securities issued under the LIFE Offering will not be subject to a statutory hold period in accordance with applicable Canadian securities laws.

Pursuant to the Offerings, the Company has issued a total of 17,000,000 shares for gross proceeds of $5.8 million (CDN). No warrants were issued.

Mr. Jordan Potts, CEO, commented: "We welcome Eric Sprott as a major new investor in REV and we thank him for his support as we offer a compelling blend of our flagship and drill-ready Aden Dome Natural Hydrogen Project on the Alberta-Montana border with our portfolio of gold properties now comprising just over 50,000 hectares in the Chibougamau Camp of northern Quebec. REV emerges from this financing with an attractive share structure (53 million shares outstanding and only 4.3 million warrants) and a strong treasury, giving us all the ingredients for a very exciting 2026."

In connection with the Private Placement and the LIFE Offering, the Company paid cash finders' fees of $63,700 and issued 159,250 finders' warrants. Each finder's warrant issued in connection with the Private Placement and the concurrent LIFE Offering will entitle the holder to purchase one share at an exercise price of $0.55 for a period of 24 months from the date of issuance.

Eric Sprott, through 2176423 Ontario Ltd., a corporation beneficially owned by him, acquired 6,666,667 common shares at $0.30 pursuant to the Offerings for total consideration of $2,000,000.10. Prior to the Offerings, Mr. Sprott did not own any securities of the Company. As a result of the Offerings, Mr. Sprott now beneficially owns or controls 6,666,667 common shares of the Company representing approximately 12.6% on a non-diluted basis.

The securities are held for investment purposes. Mr. Sprott has a long-term view of the investment and may acquire additional securities including on the open market or through private acquisitions or sell the securities including on the open market or through private dispositions in the future depending on market conditions, reformulation of plans and/or other relevant factors.

A copy of the early warning report with respect to the foregoing will appear on REV Exploration's profile on SEDAR+ at www.sedarplus.ca and may also be obtained by calling Mr. Sprott's office at (416) 945-3294 (2176423 Ontario Ltd., 7 King Street East, Suite 1106, Toronto Ontario M5C 3C5).

Proceeds of the Private Placement and the LIFE Offering will be used to advance the Company's flagship Aden Dome asset along the Alberta-Montana border, for general exploration purposes including advancement of the Company's gold properties in Chibougamau, and for general corporate purposes.

Certain Insiders also participated in the LIFE Offering for $105,000, which is considered to be a related party transaction subject to Multilateral Instrument 61-101. The Company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of Multilateral Instrument 61-101 on the basis that participation in the private placement by insiders will not exceed 25% of the fair market value of the Company's market capitalization.

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, or for the account or benefit of, "U.S. persons" (as such term is defined in Regulation S under the U.S. Securities Act) absent registration under the U.S. Securities Act and applicable state securities laws, or an exemption from such registration.

REV also announces that it has granted 2,200,000 incentive stock options (the "Options") and 1,500,000 restricted share units (the "RSUs") to certain directors, officers and consultants to the Company.

Each Option is exercisable to acquire one common share of the Company (a "Share") at a price of C$0.59, for a period of five years from the date of grant. The RSUs shall vest in three equal tranches, with one-third vesting on each of the first, second, and third anniversaries of the date of grant. Upon vesting, each RSU shall entitle the holder to receive one Share. All grants of Options and RSUs are subject to the Company's Stock Option and Incentive plans.

All of the Options and RSUs (and any Shares issuable upon exercise or settlement thereof) will be subject to a four month and one day hold period from the date of grant pursuant to the policies of the TSX Venture Exchange).

About REV Exploration Corp.

REV is a mineral exploration company that owns a suite of mostly gold properties in Quebec highlighted by JMW and Maxwell in the Chibougamau Gold Camp of northern Quebec, while the Company also has strong exposure to the Natural Hydrogen sector in Alberta and Saskatchewan. REV has acquired 100% of a series of PNG leases along the Alberta-Montana border, including the drill-ready Aden Dome, while it also has a significant equity position in MAX Power Mining Corp. which owns Canada's largest permitted land package for Natural Hydrogen in Saskatchewan.

For further information on the Company, readers are referred to the Company's website at www.REVexploration.com and its Canadian regulatory filings on SEDAR+ at www.sedarplus.ca.

REV Exploration Corp.

Suite 410 -325 Howe Street,
B.C. V6C 1Z7
Tel: 604-682-7970
info@revexploration.com
REVexploration.com
Jordan Potts CEO, Director

For further information, please contact:

Chad Levesque
Investor Relations
1-306-981-4753
info@revexploration.com

Cautionary Statement on Forward-Looking Information

This news release contains certain "forward-looking information" and "forward-looking statements" within the meaning of applicable Canadian securities legislation (collectively, "forward-looking information"). Forward-looking information includes, but is not limited to, statements regarding the anticipated closing of the Private Placement and the LIFE Offering, the timing thereof, the receipt of required regulatory approvals, the expected use of proceeds, the advancement of the Company's mineral properties, including the Aden Dome asset and the Company's gold projects in Québec, and the Company's future business plans and exploration activities.

Forward-looking information is generally identified by words such as "expects," "plans," "anticipates," "intends," "believes," "estimates," "potential," "target," "strategy," "budget," "scheduled," "may," "will," "should," or similar expressions. Such forward-looking information is based on management's reasonable assumptions, estimates, expectations, and opinions as of the date of this news release, including assumptions regarding market conditions, the availability of financing on acceptable terms, the Company's ability to obtain necessary approvals, the continued cooperation of joint venture partners and stakeholders, and the Company's ability to execute its stated exploration and development plans.

Forward-looking information is subject to known and unknown risks, uncertainties, and other factors that may cause actual results or events to differ materially from those expressed or implied by such forward-looking information. These risks and uncertainties include, but are not limited to: regulatory approval risks; fluctuations in commodity prices and financial markets; risks inherent in mineral exploration and early-stage development, including operational risks, cost overruns, equipment failures, permitting delays, and accidents; the absence of defined mineral resources or reserves on the Company's properties under National Instrument 43-101; environmental, permitting, title, and community-related risks; changes in laws or regulations; reliance on key personnel; and general economic, political, and market conditions.

Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information, there may be other factors that cause results not to be as anticipated, estimated, or intended. There can be no assurance that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated.

Readers are cautioned not to place undue reliance on forward-looking information. Forward-looking information speaks only as of the date of this news release, and the Company does not undertake any obligation to update or revise any forward-looking information, whether as a result of new information, future events, or otherwise, except as required by applicable securities laws.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has reviewed or approved the contents of this news release and accepts no responsibility for the adequacy or accuracy of this release.