Pursuant to the Offering, the Company will issue common share units (“CSU”) at a price of $0.18 per CSU and flow-through common share units (“FTU”) at a price of $0.25 per FTU, in any combination to raise aggregate gross proceeds of up to $1,000,000.

A finder’s fee may apply to a portion of the proceeds raised under the Offering in the amount of 6% cash and 6% finders’ warrants. All securities issued pursuant to the Offering will be subject to a four-month hold period from the date of issue.

Each CSU is comprised of one common share of the Company (a “Common Share”) and one-half of a common share purchase warrant (each whole warrant, a “Warrant”) and each FTU is comprised of one flow-through common share of the Company (a “FT Common Share”) and one-half of a Warrant. Each whole Warrant shall be exercisable to acquire one additional Common Share at a price of $0.50 for a period of 24 months. Each finders’ warrant will be exercisable to acquire one Common Share at a price of $0.18 for a period of 24 months.

The gross proceeds from the sale of FTU will be used to incur eligible “Canadian exploration expenses” that qualify as “flow-through mining expenditures”, as such terms are defined in the Income Tax Act (Canada), on the BMK project, which will be renounced to subscribers with an effective date no later than December 31, 2026. The net proceeds from the sale of CSU will be used for exploration of the BMK project, working capital and general and administrative expenses.

Insiders of the Company, including directors and officers, may participate in the Offering. Any such participation will be considered a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company anticipates relying on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, as the Company’s securities are not listed on a specified market and the fair market value of the Offering, insofar as it involves interested parties, will not exceed 25% of the market capitalization of the Company. The Offering was approved by all independent directors of the Company.

Murchison is a Canadian‐based exploration company focused on the exploration and development of the 100% – owned BMK zinc‐copper‐silver project in north‐central Saskatchewan and on nickel-copper-cobalt exploration at the 100% – owned HPM Project in Quebec.