Vancouver, British Columbia--(Newsfile Corp. - March 17, 2022) - Altaley Mining Corporation (TSXV: ATLY) (OTCQX: ATLYF) (FSE: TSGA) ("Altaley" or the "Company") announces that it intends to conduct a non-brokered private placement financing (the "Private Placement") to raise gross proceeds of up to Cdn$5 million for working capital purposes related to the start-up of preproduction mining and milling operations at its 100% owned Tahuehueto Mine. The Company is also pleased to announce that it has retained Arrowhead Business and Investment Decisions, LLC. ("Arrowhead") to provide investor relations services to the Company and develop its international market awareness.

PRIVATE PLACEMENT DETAILS
Pursuant to the Private Placement, the Company intends to sell up to 14,285,714 units from treasury (the "Units") at a price of CAD$.35 per Unit for aggregate gross proceeds of up to CAD $5,000,000. Each Unit shall consist of one common share of the Company (a "Unit Share") and one half of one transferable share purchase warrant (each whole warrant a "Warrant"). Each Warrant shall entitle the holder thereof to acquire one additional common share (a "Warrant Share") at a price of CAD $0.55 per Warrant Share for a period ending two (2) years (the "Expiry Date") following the closing of the Private Placement (the "Closing Date") subject to an acceleration clause. If, at any time between Closing Date and the Expiry Date, the closing price of the Company's common shares ("Shares") on the TSX Venture Exchange (the "Exchange") exceeds $0.75 for 15 consecutive trading days, then the Company will earn the right, by providing notice (the "Acceleration Notice") to the Warrant holder via news release or written notice, to accelerate the Expiry Date of the Warrants to 4:00pm (Vancouver time) on that date which is 30 days from the date of the Acceleration Notice (the "Accelerated Expiry Date"). In such instance, all Warrants that are not exercised prior to the Accelerated Expiry Date will expire on the Accelerated Expiry Date.

The Private Placement will be available to domestic and offshore accredited investors as well as existing securityholders of the Company utilizing BC Instrument 45-534 - Exemption from Prospectus Requirements for Certain Trades to Existing Securityholders and other provincial equivalents (collectively, the "Existing Security Holder Exemptions"). The Company will make the Private Placement available to all shareholders of the Company as of March 15, 2022 (the "Record Date") who are eligible to participate under the Existing Security Holder Exemptions and who have notified the Company of their intention to participate in the Private Placement. The Existing Security Holder Exemptions limit a shareholder to a maximum investment of $15,000 unless the shareholder certifies in the subscription agreement that they have obtained advice regarding the suitability of the investment from a registered investment dealer or otherwise qualifies to rely on another private placement exemption.

In the subscription agreement, shareholders will be required to certify that, on or before the Record Date, they acquired and held, Shares. Each existing shareholder on the Record Date will be entitled to purchase Shares which will be allocated by the Company on a first come, first served basis such that it is possible that a subscription received from a shareholder may not be accepted by the Company if the Private Placement is over subscribed. Any person who becomes a shareholder of the Company after the Record Date shall not be entitled to participate in the Private Placement under the Existing Security Holder Exemptions.

All securities issued in connection with the private placement will be subject to a four month plus one day hold period under applicable Canadian securities laws. Finder's fees may be paid in connection with certain properly introduced subscribers that participate in the Private Placement. The Private Placement is subject to the approval of the TSX Venture Exchange.

The net proceeds from the Units will be used by the Company for working capital expenses related to the beginning of mining and milling operations at the Tahuehueto Mine and for general working capital purposes.

Ralph Shearing, Altaley's CEO, stated, "This Private Placement gives the Company security to know that we have enough capital to address any unforeseen possible start-up difficulties that may present themselves as the Tahuehueto gold mine ramps up to full capacity over the next three to six months."