Results of Fundraising

TORONTO, ONTARIO – 13 February 2024 – Amaroq Minerals Ltd. (AIM, TSX-V, NASDAQ Iceland: AMRQ), an independent mining company with a substantial land package of gold and strategic energy transition mineral assets in Southern Greenland, is pleased to announce the successful completion of its significantly oversubscribed proposed Fundraising as announced on 12 February 2024.

A total of 62,724,758 new common shares (the “Fundraising Shares”) have been conditionally placed with new and existing institutional investors at a price of 74 pence (C$1.25, ISK 127 at the closing exchange rate on 9 February 2024) per new common share (the “Placing Price”), raising net proceeds of approximately £44 million (C$75 million, ISK 7.6 billion). Net proceeds raised in excess of the initially targeted £30 million will be used to further advance exploration at the Company’s Vagar and Nanoq licenses and to fund an additional capital injection into its Gardaq joint venture.

The total Fundraising Shares represent approximately 19 per cent. of the Company’s enlarged share capital after the completion of the Fundraising.

The Placing Price represents a 5.7 per cent. premium to the closing price on 9 February 2024 on AIM, being the last practicable closing price prior to the announcement of the Fundraising.

Stifel Nicolaus Europe Limited (“Stifel”) acted as sole bookrunner and broker on the UK Placing. Stifel is also acting as the Company’s nominated adviser.

Landsbankinn hf. (“Landsbankinn”) and Fossar Investment Bank hf. (“Fossar”) acted as joint bookrunners on the Icelandic Placing and Landsbankinn acted as underwriter.

Capitalised terms not otherwise defined in the text of this announcement have the meanings given in the Company's Fundraising announcement dated 12 February 2024.

Eldur Olafsson, CEO of Amaroq, commented:

“I would like to thank all participating shareholders for their strong support shown in this financing. We were particularly pleased to note strong demand from the Scandinavian pension funds. The funds raised will enable us to accelerate mining at Nalunaq, whilst continuing to invest in our exploration portfolio in both gold and strategic minerals across South Greenland.

We now have great confidence in delivering on our objectives at the Nalunaq Mine and in enhancing our potential to deliver value for shareholders and local communities within Greenland, and I look forward to providing an update on specific timings for the Nalunaq project later this year.”

Amaroq Minerals Ltd.

Eldur Olafsson, Executive Director and CEO

Eddie Wyvill, Corporate Development

Stifel Nicolaus Europe Limited (Joint Bookrunner, Nominated Adviser and Joint Broker)

Callum Stewart

Varun Talwar

Simon Mensley

Ashton Clanfield

Landsbankinn hf. (Joint Bookrunner and Underwriter)

Ellert Arnarson

Fossar Investment Bank hf. (Joint Bookrunner)

Þórður Ágúst Hlynsson

Þórunn Ólafsdóttir

Camarco (Financial PR)

Billy Clegg

Elfie Kent

Charlie Dingwall

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Application for Admission

Applications will be made for admission of the Fundraising Shares to trading on (a) AIM; (b) Nasdaq Iceland’s main market; and (c) the TSX-V, with listing subject to the conditional approval of the TSX-V and the Company satisfying all of the requirements of the TSX-V.

It is currently expected that admission will become effective, and that dealings in the Fundraising Shares will commence, on AIM at 8:00 a.m. GMT on 23 February 2024, on Nasdaq Iceland’s main market at 9.30 a.m. GMT on 23 February 2024 and on TSX-V at 9:30 a.m. ET on 23 February 2024 (or in each case such other date as may be agreed by the Company).

The Fundraising Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with the existing common shares of the Company, including the right to receive all dividends and other distributions thereafter declared, made or paid on the enlarged share capital from admission.

Total Voting Rights

Following the admission of the Icelandic Placing Shares, the UK Placing Shares and the Canadian Subscription Shares, Amaroq’s total issued share capital will consist of 326,455,446 common shares of no par value. Given the Company does not hold any common shares in Treasury, this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in interest in, the share capital of the Company under the Disclosure Guidance and Transparency Rules or the Icelandic Act No 20/2021 on Disclosure Obligations of Issuers and Notifications on Major Holdings.

Director Participation and Related Party Transaction

Amaroq director, Sigurbjorn Thorkelsson, has participated in the Canadian Subscription, acquiring a total of 2,700,000 new common shares representing gross proceeds of £2.0 million (C$3.4 million, ISK 343 million) via Klettar LP (in which he is a sole beneficiary). The notification set out below is made in accordance with the requirements of the UK Market Abuse Regulation.

Sigurbjorn Thorkelsson’s participation via Klettar LP, by virtue of his position as a director in the Company, is classified as a related party of the Company and his participation in the Fundraising is considered a 'related party transaction' under Rule 13 of the AIM Rules.

The independent directors consider, having consulted with Stifel, the Company's Nominated Adviser, that the terms of the participation by Sigurbjorn Thorkelsson’s via Klettar LP is fair and reasonable insofar as shareholders are concerned.

Persons Discharging Managerial Responsibilities (“PDMR”) Disclosures

End Note: Conversions based on FX rates of ISK:GBP of 173.34 and C$:GBP of 1.6996 as at 9 February 2024.