Toronto, Ontario–(Newsfile Corp. – May 8, 2023) – McFarlane Lake Mining Limited (NEO: MLM) (OTCQB: MLMLF) (“McFarlane Lake” or the “Company“), a Canadian gold exploration and development company, is pleased to announce that today Dario Zulich has accepted a position as a new member of McFarlane Lake’s board of directors (the “Appointment“). Dario Zulich is an accomplished entrepreneur and community leader who has made significant contributions to the sports and entertainment industry as well as to the business and philanthropic communities in Northeastern Ontario. As the owner of the Sudbury Wolves Hockey Club, Mr. Zulich in his role as CEO of SW Sports and Entertainment Inc., directs a diverse portfolio of businesses, which include the Sudbury Wolves Hockey Club, the Sudbury Five Basketball Club, and the Sudbury Spartans Football Club. Under his leadership, these entities have become an integral part of the local sports scene, providing entertainment and inspiration to fans of all ages.

Prior to his success in the sports and entertainment industry, Mr. Zulich was formerly the CEO of TESC Contracting Limited (“TESC“) for nearly two decades and he currently remains a partner in the business today. During his time as CEO, he helped to establish TESC as one of Ontario’s largest industrial contracting businesses, specializing in multi-trade construction services for mining & metals, power generation, forest products, and power generation markets.

In addition to his achievements in the business world, Mr. Zulich has also been an active member of various community boards and organizations, including The United Way Centraide, Sudbury & District Chamber of Commerce, Laurentian University’s Next 50 Campaign, and the YMCA Building Committee for the Centre for Life. Furthermore, he is the Co-Founder of the Wolves United organization and founder of SWSE Play it Forward, philanthropic partnerships aimed at raising support and funding for Youth Mental Health.

“We are delighted to have Dario join our board of directors,” said Mark Trevisiol President and CEO of McFarlane Lake. “Our Company was founded and is managed by people from Northern Ontario. Dario’s stature and experience will undoubtedly complement our team as we continue to develop our portfolio of gold properties in Ontario and Manitoba.”

In connection with the Appointment, the board of directors has approved the grant of 325,000 incentive stock options (the “Options“) to Mr. Zulich exercisable into the equivalent amount of Common Shares (as defined herein) at a price of $0.12 per share for a period of 5 years. The Options vested immediately. The board of directors has also approved the grant of an aggregate of 7,000,000 restricted share units (“RSUs“) to directors Perry Dellelce and Mark Trevisiol which vest immediately. Each vested RSU entitles the holder to receive one Common Share. These grants were made to appropriately reward the previous and ongoing contributions of Mr. Dellelce and Mr. Trevisiol and to encourage them to continue contributing significantly to McFarlane Lake’s success in future.

Prior to the RSU grants, the Company had no RSUs outstanding. The Company currently has 9,975,000 Options outstanding.

All grants of Options and RSUs are subject to the Company’s Stock Option Plan and Restricted Share Unit Plan, as applicable, which were amended by shareholders at McFarlane Lake’s 2023 annual and special meeting of shareholders on March 6, 2023. The RSUs are also subject to the terms of the applicable grant agreements.

For further information regarding the grant of the RSUs, please refer to the Company’s Management Information Circular dated January 25, 2023 which is available under McFarlane Lake’s profile at www.SEDAR.com.

Early Warning

Mark Trevisiol of 15 Kincora Court, Sudbury, ON, P3E 2B9, acquired ownership and control of 3,500,000 RSUs (the “MT RSUs“) of McFarlane Lake (15 Kincora Court, Sudbury, ON, P3E 2B9), that if settled for common shares of the Company (the “Common Shares“) would represent approximately 3.00% of the issued and outstanding Common Shares. Immediately prior to the grant of the MT RSUs, Mr. Trevisiol held 11,356,000 Common Shares representing approximately 10.03% of the issued and outstanding Common Shares of McFarlane Lake. As a result of the acquisition of the MT RSUs, Mr. Trevisiol currently holds the following securities of the Company: (i) 11,356,000 common shares (10.03%); (ii) 2,250,000 Options (22.56%); (iii) 3,500,000 RSUs (50%); and (iv) 500,000 common share purchase warrants (3.03%) (the “Warrants“). If said Options, RSUs and Warrants were settled or exercised for Common Shares, as applicable, Mr. Trevisiol would hold approximately 14.74% of the issued and outstanding Common Shares on a partially diluted basis.

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Mr. Trevisiol holds the Common Shares for investment purposes. Mr. Trevisiol may, from time to time, take such actions in respect of his holdings in securities of McFarlane Lake as he may deem appropriate in light of the circumstances then existing, including the purchase of additional Common Shares or other securities of McFarlane Lake or the disposition of all or a portion of his security holdings in McFarlane Lake, subject in each case to applicable securities laws and the terms of such securities. Certain Common Shares held by Mr. Trevisiol are subject to certain escrow conditions under the policies of the Neo Exchange Inc. (“NEO“) and are subject to certain lock down periods as described in the Company’s filing statement dated January 14, 2022 (the “Filing Statement“).

The disclosure in this news release is being issued in accordance with National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues in connection with the filing of an early warning report on www.SEDAR.com under McFarlane Lake’s profile. To obtain a copy of the early warning report filed by Mr. Trevisiol, please contact Mr. Trevisiol at (705) 665 5087 or refer to www.SEDAR.com under McFarlane Lake’s profile.

Perry Dellelce of Suite 800, 365 Bay Street, Toronto, ON M5H 2V1, acquired ownership and control of 3,500,000 RSUs (the “PD RSUs“) of McFarlane Lake (15 Kincora Court, Sudbury, ON, P3E 2B9), that if settled for Common Shares would represent approximately 3.00% of the issued and outstanding Common Shares. Immediately prior to the grant of the PD RSUs, Mr. Dellelce held 9,150,000 Common Shares representing approximately 8.08% of the issued and outstanding Common Shares. As a result of the acquisition of the PD RSUs, Mr. Dellelce currently holds the following securities of the Company: (i) 9,150,000 Common Shares (8.08%); (ii) 1,425,000 Options (14.29%); (iii) 3,500,000 RSUs (50%); and (iv) 550,000 Warrants (3.32%). If said Options, RSUs and Warrants were settled or exercised for Common Shares, as applicable, Mr. Dellelce would hold approximately 12.33% of the issued and outstanding Common Shares on a partially diluted basis.

Mr. Dellelce holds Common Shares for investment purposes. Mr. Dellelce may, from time to time, take such actions in respect of his holdings in securities of McFarlane Lake as he may deem appropriate in light of the circumstances then existing, including the purchase of additional Common Shares or other securities of McFarlane Lake or the disposition of all or a portion of his security holdings in McFarlane Lake, subject in each case to applicable securities laws and the terms of such securities. Certain Common Shares held by Mr. Dellelce are subject to certain escrow conditions under the policies of the NEO and are subject to certain lock down periods as described in the Filing Statement.

The disclosure in this news release is being issued in accordance with National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues in connection with the filing of an early warning report on www.SEDAR.com under McFarlane Lake’s profile. To obtain a copy of the early warning report filed by Mr. Dellelce, please contact Mr. Dellelce at (416) 361-3121 or refer to www.SEDAR.com under McFarlane Lake’s profile.

Related Party Disclosure

The grants of the RSUs and Options constitute “related party transactions” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). For these grants, the Company has relied on applicable exemptions from the formal valuation and minority approval requirements in Sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101. No new insiders were created as a result of these grants, nor has there been any change of control.

About McFarlane Lake Mining

McFarlane Lake is a mineral exploration company focused on the exploration and development of the High Lake mineral property located immediately east of the Ontario-Manitoba border and the West Hawk Lake mineral property located immediately west of the Ontario-Manitoba border. In addition, McFarlane Lake holds the McMillan and Mongowin mineral property located 70 km east of Sudbury and owns the Michaud/Munro mineral property 115 km east of Timmins. McFarlane Lake is a “reporting issuer” under applicable securities legislation in the provinces of Ontario, British Columbia and Alberta.

To learn more, visit: https://mcfarlanelakemining.com/.

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Additional information on McFarlane Lake can be found by reviewing its profile on SEDAR at www.sedar.com.

Cautionary Note Regarding Forward-Looking Information:

This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of McFarlane Lake to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Factors that could cause actual results to differ materially from those anticipated in these forward-looking statements are described under the caption “Risks Factors” in the Company’s Annual Information Form dated as of November 22, 2022, which is available for view on SEDAR at www.sedar.com. Forward-looking statements contained herein are made as of the date of this press release and McFarlane Lake disclaims, other than as required by law, any obligation to update any forward-looking statements whether as a result of new information, results, future events, circumstances, or if management’s estimates or opinions should change, or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements.

McFarlane Lake’s’ operations could be significantly adversely affected by the effects of a widespread global outbreak of a contagious disease, including the recent outbreak of illness caused by COVID-19. It is not possible to accurately predict the impact COVID-19 will have on operations and the ability of others to meet their obligations, including uncertainties relating to the ultimate geographic spread of the virus, the severity of the disease, the duration of the outbreak, and the length of travel and quarantine restrictions imposed by governments of affected countries. In addition, a significant outbreak of contagious diseases in the human population could result in a widespread health crisis that could adversely affect the economies and financial markets of many countries, resulting in an economic downturn that could further affect operations and the ability to finance its operations.

Further Information

For further information regarding McFarlane Lake, please contact:

Mark Trevisiol,
Chief Executive Officer, President and Director
McFarlane Lake Mining Limited
(705) 562-8520
[email protected]

Craig MacPhail
NATIONAL Capital Markets
(416) 525-5709
[email protected]

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