Excelsior Mining Corp. (TSX: MIN) (FSE: 3XS) (OTCQX: EXMGF) is pleased to announce that in conjunction with the previously announced project financing package (See Excelsior news release dated October 31, 2018 – Excelsior Mining Secures US$75 Million Project Financing Package), Excelsior and affiliates of Greenstone Resources L.P. have entered into a subscription agreement with respect to the exercise of Greenstone’s pro-rata right over the issuance of common shares of the Company. Excelsior will issue to Greenstone an aggregate of 13,050,840 Excelsior common shares at an aggregate subscription price of US$9.443 million, or equal to approximately C$0.95 per share at current exchange rates.

Greenstone currently holds 100,878,097 Common Shares (representing 48.56% of the Company’s current issued and outstanding Common Shares). Upon closing of the Greenstone Financing and the Triple Flag Financing, Greenstone will hold a total of 113,928,937 Common Shares, which will represent approximately 48.56% of Excelsior’s issued and outstanding Common Shares (post-closing of the Greenstone Financing and Triple Flag Financing). The closing of the Greenstone Financing is subject to various conditions, including the approval of the Toronto Stock Exchange and the closing of the Triple Flag Financing.

Pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, Greenstone’s participation in the Offering constitutes a “related party transaction” as Greenstone is a related party of the Company. The Company is relying on an exemption from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that at the time Greenstone’s participation in the Offering was agreed to, neither the fair market value of the securities to be distributed in the Offering nor the consideration to be received for those securities, insofar as the Offering involved the related party, exceeds 25% of the Company’s market capitalization. The Common Shares that will be acquired by Greenstone will be acquired pursuant to an exemption from the prospectus requirement in section 2.3 of National Instrument 45-106.

About Greenstone

Greenstone is a private equity fund specialising in the mining and metals sector. The Greenstone team has over 80 years of experience in the sector covering all aspects of mining project development.

Greenstone is acquiring the securities in the offering described herein for investment purposes. Depending on market conditions and other factors, Greenstone may from time to time acquire and/or dispose of securities of Excelsior or continue to hold its current position.

About Excelsior Mining

Excelsior “The Copper Solution Company” is a mineral exploration and development company that is advancing the Gunnison Copper Project in Cochise County, Arizona. The project is a fully-permitted, advanced staged, low cost, environmentally friendly in-situ recovery copper extraction project. The Feasibility Study projected an after-tax NPV of US$ 807 million and an IRR of 40% using a US$ 2.75 per pound copper price and a 7.5% discount rate.

Excelsior’s technical work on the Gunnison Copper Project is supervised by Stephen Twyerould, Fellow of AUSIMM, President & CEO of Excelsior and a Qualified Person as defined by National Instrument 43-101. Mr. Twyerould has reviewed and approved the technical information contained in this news release.