Ximen Mining Closes Financing

Vancouver, B.C., January 3, 2024– Ximen Mining Corp. (TSX.v: XIM) (FRA: 1XMA) (OTCQB: XXMMF) (the “Company” or “Ximen) is pleased to announce that it has closed the non-brokered private placement originally announced on December 15, 2023 by issuing 2,500,000 flow through units at a price of $0.20 for gross proceeds of $500,000. Each Flow-Through unit consists of one common share that qualifies as a “flow-through share” as defined in subsection 66(15) of the Income Tax Act and one-half common share purchase warrant. Each whole warrant will entitle the holder to purchase one additional non-flow through common share at the price of $0.25 for 36 months after closing.

The net proceeds from the Offering will be used by the Company for exploration expenses on the Company’s British Columbia mineral properties.

The Company paid a cash commission of $16,000 and issued 80,000 finders warrants to Qwest Investment Fund Management Ltd. The finder warrants are valid for 3 years from closing with an exercise price of $0.20. The Company also paid a cash commission of $2,240 and issued 11,200 finder warrants to PI Financial Corp. and paid a cash commission of $4,400 and issued 22,000 finder warrants to Canaccord Genuity Corp. These finder warrants are valid for 3 years from closing with an exercise price of $0.25

The financing closed in two tranches with the first tranche of 1,000,000 shares having a hold period until April 21, 2024 and the second tranche of 1,500,000 shares subject to a hold period expiring April 29, 2024. The closing of this private placement financing is subject to final TSX-V approval.

The flow through shares will qualify as flow-through shares (within the meaning of Subsection 66(15) of the Income Tax Act (Canada). An amount equal to the gross proceeds from the issuance of the flow through shares will be used to incur eligible resource exploration expenses which will qualify as (i) Canadian exploration expenses (as defined in the Tax Act), and (ii) as flow-through critical mineral mining expenditures (as defined in Subsection 127(9) of the Tax Act). Qualifying expenditures in an aggregate amount not less than the gross proceeds raised from the issue of the FT shares will be incurred (or deemed to be incurred) by the company on or before Dec. 31, 2024, and will be renounced by the company to the initial purchasers of the FT shares with an effective date no later than Dec. 31, 2023.

Mr. Anderson a director and/or officer of the Company, participated in the Offering constituting a related party transaction pursuant to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company relied on section 5.5(a) of MI 61-101 for an exemption from the formal valuation requirement and section 5.7(1)(a) of MI 61-101 for an exemption from the minority shareholder approval requirement of MI 61-101 as the fair market value of the transaction did not exceed 25% of the Company’s market capitalization.

On behalf of the Board of Directors,

Christopher R. Anderson,
President, CEO and Director
604 488-3900

Investor Relations: Sophy Cesar, 604-488-3900, ir@XimenMiningCorp.com

About Ximen Mining Corp.

Ximen Mining Corp. owns 100% interest in three of its precious metal projects located in southern BC. Ximen’s two Gold projects are The Amelia Gold Mine and The Brett Epithermal Gold Project. Ximen also owns the Treasure Mountain Silver Project adjacent to the past producing Huldra Silver Mine. Currently, the Treasure Mountain Silver Project is under an option agreement. The option partner is making annual staged cash and stocks payments as well as funding the development of the project. The company has recently acquired control of the Kenville Gold mine near Nelson British Columbia which comes with surface and underground rights, buildings and equipment.

Ximen is a publicly listed company trading on the TSX Venture Exchange under the symbol XIM, in the USA under the symbol XXMMF, and in Frankfurt, Munich, and Berlin Stock Exchanges in Germany under the symbol 1XMA and WKN with the number as A2JBKL.

This press release contains certain “forward-looking statements” within the meaning of Canadian securities legislation, including statements regarding the receipt of TSX Venture Exchange approval and the exercise of the Option by Ximen. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words “expects,” “plans,” “anticipates,” “believes,” “intends,” “estimates,” “projects,” “aims,” “potential,” “goal,” “objective,” “prospective,” and similar expressions, or that events or conditions “will,” “would,” “may,” “can,” “could” or “should” occur, or are those statements, which, by their nature, refer to future events. The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Except to the extent required by applicable securities laws and the policies of the TSX Venture Exchange, the Company undertakes no obligation to update these forward-looking statements if management’s beliefs, estimates or opinions, or other factors, should change. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include the possibility that the TSX Venture Exchange may not accept the proposed transaction in a timely manner, if at all. The reader is urged to refer to the Company’s reports, publicly available through the Canadian Securities Administrators’ System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com for a more complete discussion of such risk factors and their potential effects.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state in the United States in which such offer, solicitation or sale would be unlawful.

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

Ximen Mining Corp

888 Dunsmuir Street – Suite 888, Vancouver, B.C., V6C 3K4 Tel: 604-488-3900

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