AGC.CN · 2021-01-29 12:00:00

Valorem Announces Acquisition of British Columbia Gold Project

Mergers & Acquisitions

Vancouver, British Columbia - (January 29, 2021 ) – VALOREM RESOURCES INC. (the

“Company” or “Valorem”) (CSE: VALU) (Frankfurt: 1XW1) is pleased to announce that the Company

has entered into an acquisition agreement dated January 29, 2021 (the “Agreement”) to acquire the

British Columbia project (the “ BC Property”) located in the Cariboo District, British Columbia. The BC

Property comprises multiple tenure blocks totaling more than 4, 000 ha, which strategically target the

Transitional or Basalt Siltstone of the Barkerville Terrain.

Pursuant to the Agreement, t he Co mpany will acquire the BC Property by way of a three -cornered

amalgamation, whereby the Company will acquire 100% of the issued and outstanding shares of 1267818

B.C. Ltd. and will assume all of its assets, namely the BC Property. As consideration for the BC Property,

the Company will issue a total of 30,000,000 common shares to five independent shareholders of 1267818

B.C. Ltd. (representing approximately 37.32% of the Company’s issued and outstanding shares). No new

insiders and no control persons will be created in connection with the acquisition of the BC Property.

The Company has also arranged a non-brokered private placement of up to 17,391,304 units at a price of

11.5 cents per unit to raise gross proceeds of up to $2-million. Each unit consists of one common share of

the company and one transferable share purchase warrant. Each warrant will entitle the holder thereof

to acquire one additional share at a price of 15 cents for term of one year following closing.

This financing is subject to regulatory approval, and all securities to be issued pursuant to the financing

are subject to a four- month hold period under applicable Canadian securities laws. A finder's fee

commensurate with regulatory policies may be paid, if applicable.

About Valorem Resources Inc.

Valorem explores and develops precious metal Property in the Americas.

For further details and maps, please see:

https://valoremresources.com/

ON BEHALF OF THE BOARD - Valorem Resources Inc.

Tony Louie, Interim CEO and Director

Phone: 604-319-8712

This news release includes certain statements that may be deemed “ forward-looking statements ”. All

statements in this release, other than statements of historical facts, including the likelihood of commercial

mining and possible future financings are forward-looking statements. Although the Company believes the

expectations expressed in such forward- looking statements are based on reasonable assumptions, such

statements are not guarantees of future performance and actual results or developments may differ

materially from those in the forward- looking statements. Factors that could cause actual results to differ

materially from those in forward- looking statements include unsuccessful exploration results, changes in

metals prices, changes in the availability of funding for mineral exploration, unanticipated changes in key

management personnel and general economic conditions. Mining is an inherently risky bus iness.

Accordingly, the actual events may differ materially from those projected in the forward-looking statements.

For more information on the Company and the risks and challenges of its business, investors should review

the Company's annual filings which are available at www.sedar.com.