Omineca Final Closing of Oversubscribed Private Placement

/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./

SASKATOON, May 21, 2020 - Omineca Mining and Metals Ltd. (TSXV: OMM) ("Omineca" or the "Company") has completed a second and final closing of its significantly oversubscribed private placement of units (the "Units") announced on April 1, 2020. Pursuant to the second and final closing, Omineca raised proceeds of approximately $933,920 through the issuance of 7,782,667 Units at a price of $0.12 per Unit. In total, Omineca raised aggregate gross proceeds of approximately $1,559,920 on the sale of 12,999,332 Units pursuant to the non-brokered private placement.

Each Unit consists of one common share in the capital of the Company and one common share purchase warrant. Each warrant entitles the holder to acquire one common share at a price of $0.20 for a period of 24 months. The securities issued under this private placement are subject to a statutory four-month hold period, ending August 28, 2020 for the first closing and September 22, 2020 for the second closing. Cash finder's fees were paid on the proceeds from the offering in the amount of $3,206.

The financing proceeds will be used toward a hard rock exploration and drilling program at Wingdam, which represents the Company's initial exploration program for the lode gold source of placer gold recovered from the underground paleochannel at Wingdam, BC, Canada. Details about the exploration program will be announced once the relevant permits are received.

About Omineca Mining and Metals Ltd.

Omineca Mining and Metals Ltd. controls its flagship Wingdam Project and the Fraser Canyon Project through its wholly owned subsidiary CVG Mining Ltd. The Wingdam Project is located 45 km east of Quesnel B.C. on the Barkerville highway. The property includes both placer and hard-rock tenures along the Lightning Creek valley, where topographic conditions created a thick overburden which preserved a large portion of the channel from conventional surface placer mining activity.

This news release does not constitute an offer to sell, or the solicitation of an offer to buy securities in any jurisdiction in which such offer or solicitation would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

The securities offered under the offering have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state of the United States, and may not be offered or sold in the United States or to, or for the account or benefit of, any U.S. Person (as defined in Regulation S of the Securities Act) or a person in the United States, unless an exemption from such registration requirements is available.

Forward Looking Statements

This release includes forward-looking statements regarding Omineca and its business. Such statements are based on the current expectations and views of future events of Omineca's management. In some cases, the forward-looking statements can be identified by words or phrases such as "may", "will", "expect", "plan", "anticipate", "intend", "potential", "estimate", "believe" or the negative of these terms, or other similar expressions intended to identify forward-looking statements. The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of the failure to consummate the project financing, the economic feasibility of the Wingdam Project, known and unknown risk factors and uncertainties affecting Omineca, including the impact of the COVID-19 pandemic on the Company and its business, risks regarding the resource industry, economic factors and the equity markets generally and many other factors beyond the control of Omineca. No forward-looking statement can be guaranteed. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statement or information. Accordingly, readers should not place undue reliance on any forward-looking statements or information. Forward-looking statements speak only as of the date on which they are made and Omineca undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except as required by applicable securities laws.

Neither 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.

SOURCE Omineca Mining and Metals Ltd.