Finlay Minerals Ltd. (TSX-V: FYL) (OTCQB: FYMNF) is pleased to announce that it has closed its non-brokered private placement, previously announced on October 6, 2025, consisting of the issuance of: (i) 10,633,999 flow-through units of the Company at a price of $0.15 per FT Unit, and (ii) 883,000 non-flow-through units of the Company at a price of $0.13 per NFT Unit, for aggregate gross proceeds to the Company of $1,709,890.

Each FT Unit is comprised of one common share of the Company issued on a flow-through basis under the Income Tax Act (Canada) and one-half of one non-flow-through common share purchase warrant. Each Warrant is exercisable by the holder thereof to acquire one non-flow-through common share of the Company at an exercise price of $0.25 per NFT Share until October 17, 2027.

Each NFT Unit is comprised of one NFT Share and one Warrant with identical terms to the Warrants underlying the FT Units.

The Company intends to use the gross proceeds of the Private Placement for exploration of the Company’s SAY, JJB and Silver Hope properties, and for general working capital purposes, as more particularly described in the offering document for the Private Placement. The Company will use the gross proceeds from the issuance of FT Shares to incur “Canadian exploration expenses” and qualify as “flow-through critical mineral mining expenditures”, as such terms are defined in the Income Tax Act (Canada).

The Private Placement was conducted pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions and in reliance on the Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The securities issued to purchasers in the Private Placement are not subject to a hold period under applicable Canadian securities laws. The Private Placement is subject to final approval of the TSX Venture Exchange.

The Company paid aggregate cash finder’s fees of $96,550.78 and issued 648,358 non-transferable finder warrants to arm’s length finders of the Company, as compensation for identifying purchasers in the Private Placement. Each Finder Warrant entitles the holder thereof to purchase one NFT Share at an exercise price of $0.25 per NFT Share until October 17, 2027. The Finder Warrants and the NFT Shares issued on exercise thereof are subject to a hold period expiring on February 18, 2026 in accordance with applicable securities laws.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements thereunder.

About Finlay Minerals Ltd.

Finlay is a TSXV company focused on exploration for base and precious metal deposits through the advancement of its ATTY, PIL, JJB, SAY and Silver Hope Properties; these properties host copper-gold porphyry and gold-silver epithermal targets within different porphyry districts of northern and central BC. All of the properties are located in areas of recent copper-gold porphyry discoveries.