Valorem Completes Acquisition of Regency Mining Limited and its Inferred 3.1 Million Ounce Gold Project

2380 - 1055 West Hastings, Vancouver, B.C., V6E 2E9

News Release

VALOREM COMPLETES ACQUISITION OF REGENCY

MINING LIMITED AND ITS INFERRED 3.1 MILLION

OUNCE GOLD PROJECT

December 22, 2022

VALOREM RESOURCES INC. (CSE:VALU) (Frankfurt: X37) (the “Company”) is pleased to

announce that it has entered into and cl osed a share exchange agreement (the “ Agreement”)

dated December 20, 2022 with Regency Mining Limited (“ Regency”), a private arm’s length

company incorporated under the laws of Seychelle s, and each of the shareholders of Regency

(collectively, the “ Regency Shareholders”), pursuant to which it ha s acquired all of the issued

and outstanding common shares (collectively, the “ Regency Shares”) in the capital of Regency

(the “Transaction”).

About Regency Mining Limited

Regency owns a 99.43% interest in Casa Mining Ltd. (“ Casa”), a private arm’s length company

incorporated in April 2009 under the laws of Mauritius, and, indirectly through its ownership of

Casa, owns a 73.84% interest in Leda Mining Congo S.A (“ Leda”), a private arm’s length

company incorporated in July 1998 under the laws of the Democratic Republic of the Congo (the

“DRC”). Leda owns an interest in and to the Misisi Gold project (the “ Misisi Gold Project ” or

the “Project”), located in the Fizi territory of South Kivu province, in the DRC, approximately

250 km south of Bukavu and 140 km north of Ka lemie. The Misisi Gold Project covers 133

square kilometre on three contiguous mining lic ences, valid until 2045 (w ith extension options)

and includes the Akyanga gold deposit which host s an Inferred Resource of 3.1 million ounces

of gold averaging 2.16 grams per tonne gold.

About the Misisi Gold Project

 Large contiguous licensed land position extending 133 km2 valid through to 2045.

 Host to an Inferred Resource of 44.3 millio n tonnes at an average grade of 2.16 g/t Au

(representing 3.1 million ounces of gold) at Akyanga.

 Significant upside exploration potential on a 55 km prospective gold belt, of which

numerous targets have been identified from prior exploration activity (geophysics,

sampling and prospecting) including the directly adjacent Akyanga East prospect.

 Extensive past exploration work with te chnical reports generated including three

historical resource estimates using the JORC Code and a Scoping Study (SRK, 2014)

Table 1: Misisi Resource Estimate

(effective date September 30, 2022)

Category Tonnes

(millions)

Gold

(g/t)

Gold

(Moz)

Inferred 44.3 2.16 3.1

Notes:

(1) A cut-off grade of 0.5 g/t has been used to report the Mineral Resource, on a 100%-basis

(2) Mineral Resources which are not Mineral Reserves have not demonstrated economic viability. The estimate

of Mineral Resources may be materially affected by en vironmental, permitting, legal, marketing, or other

relevant issues. The mineral resources in this report were estimated using the Canadian Institute of Mining

(“CIM”), Metallurgy and Petroleum standards on mine ral resources and reserves, definitions, and

guidelines prepared by the CIM standing committee on reserve definitions and adopted by the CIM council.

Notwithstanding, to meet the requir ement that the reported Mineral Resources show “reasonable prospects

for eventual economic extraction” the reported tonne s and grade are constrained by a conceptual whittle

optimisation pit shell using a $1,600 gold price and appropriately benchmarked costs and factors for mining,

processing, recovery and engineering.

(3) The quantity and grade of reported Inferred Resources in this estimation are uncertain in nature and there

has been insufficient exploration to define these Inferred Resources as an Indicated or Measured Mineral

Resource. It is uncertain if further exploration will re sult in upgrading them to an Indicated or Measured

Mineral Resource category. Valorem has retained Dr . John Arthur, who has independently validated the

resource in regard to its compliance and classification with NI 43-101 (as defined below) and CIM standards.

(4) Contained metal and tonnes figures in totals may differ due to rounding.

(5) A copy of the NI 43-101 compliant technical report on the Misisi Gold Project (the “ Technical Report ”)

containing the above mineral re source estimation will be filed under Valorem’s profile on SEDAR within 45

days.

The Mineral Resource Estimate is supported by data from 105 diamond drill holes and 6 RC

drill holes totalling over 22,000m of drilling. All sample data wa s composited to the dominant

sample length of 1 m prior to analysis and estimation. The sample database and the topographic

survey were reviewed and validated by Arc Mine rals Ltd. (former owner of Casa) and African

Mining Consultants prior to being supplied to Ivor Jones Pty Ltd, a specialised Australian based

Resource Consultancy. Such review and valid ation help to support the reliability of the

estimate. Geological and Mineral Resource do main modelling, grade interpolation, Mineral

Resource classification and reporting of the Mi neral Resource statement, was performed by Mr.

Ivor Jones. Mr. Jones is a “Qualified Person” wi thin the meaning of National Instrument 43 -

101 – Standards of Disclosure for Mineral Projects (“NI 43-101”). Block modelling was carried out

using cell dimensions of 25mE by 25mN by 25 mRL and was coded to reflect the surface

topography and mineralised zones. Density values were estimated into blocks and had an

average density of 2.63t/m³. The Mineral Resource Estimate has been classified based on data

density, data quality, confiden ce in the geological interpre tation and confidence in the

robustness of the grade interpolation.

Figure 1: Misisi Gold Project

The Project is located 250 kilometres south of Bu kavu, the provincial capital of the South Kivu

Province, in the Democratic Republic of the Cong o (Figure 1). The Project is comprised of three

contiguous 30-year mining leases, valid until 2045 , covering 133 square kilometres of highly

prospective exploration ground along the 55-kilometre-long Kibara Gold Belt. The Kibara Belt is

a well-known metallogenic province and hosts a number of other deposits including the

Twangiza (5.1 Moz oz Au, source: S&P Global) and Namoya (1.9 Moz, source: S&P Global) gold

mines. Within the area of the 3 licenses, a sign ificant number of prospects have been delineated

including the Akyanga deposit and Akyanga East exploration target, along with the

Lubitchako, Tulogwe, Kilombwe and Mutshobwe prospects (Figure 2).

The Misisi Gold Project has been explored by a number of companies in termittently since the

late 1920’s. Recently, exploration was carried out by Anvil Mining (acquired by Minmetals

Resources/MMG in 2011 for C$1.3 billion) from 1998 through 2008, followed by Casa Mining

from 2011 through 2018 that included 21,610 metres of diamond drilling in 133 holes, 2,810

metres of reverse circulation drilling in 23 holes, 2,011-line metres of trenching, in addition to

geophysical surveying, sampling and prospecting.

Figure 2: Misisi Gold Project License Map

The Misisi Gold Project contains the Akyanga de posit, which is the subject of the NI 43-101

Inferred Resource of 44.3 million tonnes at an average grade of 2.16 grams per tonne gold

containing 3.1 million ounces. Mineralization at Akyanga is comprised of several sub-parallel

mineralized zones, which have been delineated by historical exploration including diamond

and reverse-circulation (RC) drilling. The depo sit has been defined over a 1,200-metre strike

length, and comprises six sub-parallel quartz vein s ranging from one to eight metres thick that

dip shallowly to the southeast, extending to a depth of 300 metres with mineralization

remaining open at depth.

Transaction Summary

Pursuant to the terms of the Agreement, th e Company acquired all of the issued and

outstanding Recency Shares from the Regency Shar eholders in consideration for, on a pro rata

basis, a cash payment of US$100,000 and the issuance of an aggregate of 16,000,000 common

shares (each, a “Share”) in the capital of the Company at a deemed price of $0.29 per Share.

In connection with the acquisition of Regency, the Company paid finder’s fees to an eligible

arm’s length finder of 2,000,000 Shares at a deemed price of $0.29 per Share. Following the

closing of the Transaction, Regency became a majority-owned subsidiary of the Company.

Debt Settlement

The Company also announces that it has ag reed to issue 764,478 units (each, a “ Unit”) of the

Company at a deemed price of $0.29 per Unit to a certain arm’s length debtor (the “ Debtor”) of

the Company as full and final payment of $221,6 98.63 in debt, representing the principal

amount and any accrued and unpaid interest ther eon owing to the Debtor under the terms of a

loan agreement between the Company and the Debtor dated May 13, 2022, as amended. Each

Unit is comprised of one Share and one Share purchase warrant (each, a “ Warrant”), with each

Warrant entitling the holder thereof to purchase additional Share (each, a “ Warrant Share”) at

an exercise price of $0.29 per Warrant Share for a period of two years.

Qualified Person

Dr. John Arthur, Ph.D, CGeol FGS, a Qualified Person as defined by NI 43-101, has reviewed the

scientific and technical information that forms th e basis for this news release and has approved

the disclosure herein. Historical information cont ained in this news release cannot be relied

upon as the Company’s Qualified Person, as defined under NI 43-101 has not prepared nor

verified the historical information.

This news release also includes references with respect to the Twangiza (5.1 Moz oz Au, source:

S&P Global) and Namoya (1.9 Moz, source: S&P Gl obal) gold mines, which are located near

the Misisi Gold Project. The Company advises that, notwithstanding their proximity of

location, discoveries of minerals on such properties, any promising results thereof are not

necessarily indicative of the mineralization of, or located on the Misisi Gold Project, or the

Company’s ability to commercially exploit the minerals claims which comprise the property or

to locate any commercially exploitable deposits therefrom.

About Valorem Resources Inc.

Valorem explores and develops precious metal properties in the Americas and the DRC.

For further details and maps, please see: https://valoremresources.com/

On behalf of the Board of Directors,

Tony Louie, Interim CEO and Director

Email: [email protected]

Office: +1 (604) 908-1679

Cautionary Note Regarding Forward-Looking Statements

This news release contains forward ‐looking information which is subject to a variety of risks and uncertainties and

other factors that could cause actual events or re sults to differ from those projected in the forward ‐looking

statements. Forward looking statements in this press release include, but a re not limited to, statements regarding

the Technical Report and the Company’s anticipated timing of filing of same. These forward ‐looking statements are

subject to a variety of risks and uncertainties and other fa ctors that could cause actual events or results to differ

materially from those pr ojected in the forward ‐looking information. Risks that could change or prevent these

statements from coming to fruition include, but are not limited to, general business, economic and social

uncertainties; litigation, legislative, environmental and other judicial, reg ulatory, political and competitive

developments; and other risks outside of the Company’s control. Further, the ongoing COVID-19 pandemic, labour

shortages, high energy costs, inflationary pressures, rising interest rates, the global financial climate and the conflict

in Ukraine and surrounding regions are some additional fa ctors that are affecting current economic conditions and

increasing economic uncertainty, which may impact the Co mpany’s operating performance, financial position, and

future prospects. Collectively, the potential impacts of this economic environment pose risks that are currently

indescribable and immeasurable. Readers are cautioned that forward-looking statements are not guarantees of future

performance or events and, accordingly, are cautioned no t to put undue reliance on fo rward-looking statements due

to the inherent uncertainty of such statements. These forw ard-looking statements are made as of the date of this

news release and, unless required by applicable law, th e Company assumes no obligation to update these forward-

looking statements.

Neither the Canadian Securities Exchange (CSE) nor its Regulation Services Provider (as that term is defined in the

policies of the CSE accepts responsibility for the adequacy or accuracy of this release.