Omega Pacific closes private placement

Vancouver, British Columbia--(Newsfile Corp. - August 5, 2026) - Omega Pacific Resources Ltd. (CSE: OMGA) ("Omega Pacific" or the "Company") is pleased to announce the proposed closing of the second and final tranche (the "Second Tranche") of its previously announced non-brokered private placement (the "Offering"). The Second Tranche has resulted in the sale of 1,080,000 flow-through units (the "FT Units") at a price of $0.21 per FT Unit for gross proceeds of $226,800 and 1,500,000 non flow-through units (the "Units") at a price of $0.20 for gross proceeds of $300,000. The gross proceeds from the sale of FT Units will be used for a planned exploration program on the Williams Property, located on the Williams Property in BC's Toodoggone District. The net proceeds from the sale of the Units will be utilized for general working capital.

Each FT Unit consists of one flow-through common share (a "FT Share") and one-half of a share purchase warrant (each whole warrant, a "FT Unit Warrant"). Each FT Unit Warrant is exercisable into one additional common share at a price of $0.30 per share for 18 months from issue, subject to earlier expiry in the event that the closing price of the common shares exceeds $0.55 for 15 consecutive trading days. Each Unit consists of one non flow-through common share (a "Share") and one-half of a share purchase warrant (each whole warrant, a "Unit Warrant"). Each Unit Warrant is exercisable into one additional common share at a price of $0.30 per share for 24 months from issue, subject to earlier expiry in the event that the closing price of the common shares exceeds $0.50 for 15 consecutive trading days.

In connection with the sale of the Units and FT Units, the Company paid a total of $16,849 in cash and issued 81,900 finder's warrants (each a "Finder's Warrants") to eligible finders for certain of the Units and/or FT Units sold. The Finder's Warrants issued pursuant to the sale of FT Unit are exercisable at a price of $0.21 per common share for eighteen (18) months from the date of issuance, subject to earlier expiry in the event that the closing price of the common shares exceeds $0.55 for 15 consecutive trading days. The Finder's Warrants issued pursuant to the sale of Unit are exercisable at a price of $0.20 per common share for twenty-four (24) months from the date of issuance, subject to earlier expiry in the event that the closing price of the common shares exceeds $0.50 for 15 consecutive trading days.

All securities issued are subject to a hold period of four months and one day from the date of issuance.

The flow-through shares will qualify as "flow-through shares" for the purposes of the Income Tax Act (Canada) (the "Act"). The proceeds of the flow-through private placement will be used to incur "Canadian exploration expense" (within the meaning of the Act). The Company will renounce these expenses to the purchasers with an effective date of no later than December 31, 2026, and as required under the Act.

One insider of Omega Pacific participated in the Offering and such subscription is a related party transaction for the purposes of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (" MI 61-101 "), but Omega Pacific is relying on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that the fair market value of the subscription, insofar as it involves the insider of Omega Pacific, does not exceed 25% of the market capitalization of Omega Pacific, as determined in accordance with MI 61-101.