Azincourt Energy Announces Amendments to Private Placement Under the Listed Issuer Financing Exemption (LIFE) and Share Consolidation

00:34 Uhr  |  Newsfile

Vancouver, December 15, 2025 - Azincourt Energy Corp. (TSXV: AAZ) (OTCQB: AZURF) ("Azincourt" or the "Company"), announces, further to its news release dated December 2, 2025, that in connection with the proposed non-brokered private placement (the "Offering"), under the Listed Issuer Financing Exemption, of a minimum of 15,000,000 units (each, a "Unit") and up to a maximum of 30,000,000 Units at a price of $0.05 per Unit for minimum gross proceeds of approximately $750,000 and up to a maximum gross proceeds of approximately $1,500,000, the Company intends to file an amended and restated offering document related to the Offering (the "Amended and Restated Offering Document") that will be accessible under the Company's profile at www.sedarplus.ca and on the Company's website at: https://www.azincourtenergy.com/. The Amended and Restated Offering Document will reflect (1) the Amended Share Consolidation (as defined below) and (2) revised proposed finder's fee terms that the Company may pay to eligible third-parties who have assisted with introducing subscribers to the Offering. All other terms of the Offering will remain the same. Prospective investors should read the Amended and Restated Offering Document before making an investment decision. Closing of the Offering remains subject to the approval of the TSX Venture Exchange and completion of the Amended Share Consolidation.

In connection with the Offering, the Company also announces, further to its news release dated December 2, 2025, that the board of directors has authorized the Company to revise the terms of the previous contemplated consolidation and complete a consolidation of the Company's common share capital on a one-for-six basis (the "Amended Share Consolidation"). The Company currently has 516,358,032 common shares outstanding and, following completion of the Amended Share Consolidation but before completion of the Offering, it is expected to have approximately 86,059,672 shares outstanding. Completion of the Amended Share Consolidation remains subject to the approval of the TSX Venture Exchange.

About Azincourt Energy Corp.

Azincourt is a Canadian-based resource company specializing in the strategic acquisition, exploration, and development of alternative energy/fuel projects, including uranium, lithium, and other critical clean energy elements. The Company is currently active Harrier Project located in the Central Mining Belt of Labrador and its East Preston uranium project located in the Athabasca Basin, Saskatchewan.

ON BEHALF OF THE BOARD OF AZINCOURT ENERGY CORP.

"Alex Klenman"
Alex Klenman, President & CEO

Cautionary Statement Regarding Forward-Looking Statements

This news release may contain certain "Forward-Looking Statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When or if used in this news release, the words "anticipate," "believe," "estimate," "expect," "target," "plan," "forecast," "may," "schedule," and similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to the Amended Share Consolidation, the filing of the Amended and Restated Offering Document, the anticipated participation of management in the Offering, the anticipated use of proceeds from the Offering, and other factors or information. Such statements represent the Company's current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance, or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules and regulations.

Neither the 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.

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