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AORO.V ·

Aloro Announces Entry into of Mineral Property Purchase Agreement

Mergers & Acquisitions

May 8, 2025 TSX.V Symbol AORO

FRANKFURT Symbol 4LPP

ALORO ANNOUNCES ENTRY INTO OF MINERAL PROPERTY

PURCHASE AGREEMENT

ALORO MINING CORP. (TSX.V Symbol AORO, FRANKFURT Symbol 4LPP) – (the “Company”) is pleased

to announce that it has entered into a mineral property purchase agreement dated May 7, 2025 (the “Agreement”)

between the Exploraciones Alor o, S.A. De C.V. (the “ Vendor”), the Company’s wholly owned subsidiary, the

Company and Alamos Gold Inc. (“Alamos”), whereby the Company has agreed to sell its Los Venados Property

in Sonora, Mexico (the “Property”) to Minas de Oro Nacional, S.A. de C.V. (“MON”), a wholly owned subsidiary

of Alamos, (the “Transaction”). The Property comprises substantially all of the assets of the Company. Each of

Alamos and MON are arm’s length parties.

Background of the Transaction

On October 19, 2020, the Vendor and MON entered into an Exploration with Assignment of Mining Rights Option

Agreement, as amended from time to time (the “Exploration Agreement”), whereby the Company optioned the

Property to MON for further exploration and development. MON satisfied its obligations under the Exploration

Agreement but instead of continuing to incur further expenses in connection with the Property decided to

purchase the Property from the Company and the Vendor.

Over the past several years, the management team and board of directors has considered various alternatives for

maximizing shareholder value while working within its limited cash on hand, a difficult junior capital markets

environment to raise further capital, the difficult political environment in Mexico, especially with respect to

mining, and future capital requirements to operate the busi ness. After considering its options and the inability

to raise capital in the particularly difficult market for junior mining companies and keeping in mind the financing

needed for exploration, the overall size of the Property and its potential resources, the board of directors of the

Company decided to consider the sale of the Property to Alamos.

Acquisition Terms and Agreement

Under the terms of the Agreement and subject to completion of certain terms and conditions, the Company will

sell its undivided 100% right and interest in the Pr operty to MON for cash payments of $420,000 and the

assumption of the obligations arising from underlying royalties. The Transaction contemplated by the Agreement

is expected to close on or before December 31, 2025, and is subject to customary closing conditions and approvals,

including regulatory approvals and shareholder approvals as it relates to sale of the Property.

Alamos has agreed to pay $100,000 wi thin five (5) business days following the execution of the Agreement and

$320,000 within five (5) business days following the reg istration of MON as the owner of the Property. If the

transfer of the Property is not completed on or before December 31, 2025, Alamos has the option to terminate the

Agreement in which case the Company would be obligated to return the $100,000 within five (5) business days of

receipt of the notice of termination. If the Company is unable to repay the $100,000 in such timeframe, then it has

agreed to grant to Alamos a 2.0% net smelter return royalty over the Property on customary industry terms.

The Company has made customary representations and warrants regarding the Property. The Company and

Alamos have agreed to customary conditions to the cl osing of the sale of the Property, including without

limitation, the Company receiving regulatory approval, approval of the shareholders and that the Property has

been transferred to MON before the Mexican Mining Authority.

No finder’s fees are payable in connection with the Transaction.

Trading in the Company’s shares will remain halted pe nding receipt and review of acceptable documentation

pursuant to Section 5.6(d) of Policy 5.3 of the Policies of the TSX Venture Exchange (the “Exchange”).

After completion of the Transaction, the Company will no t meet the Exchange’s continued listing requirements

and the listing of its common shares may be transferred to the NEX board of the Exchange.

Aloro will continue to search for other opportunities in different jurisdictions.

About Aloro Mining Corp.

Aloro is a Canadian exploration company involved in the acquisition, exploration and development, if warranted,

of mineral properties in mining friendly jurisdictions.

ALORO MINING CORP.

Per: “Thomas A. Doyle”

Thomas A. Doyle

President & CEO

http://www.aloromining.com/

For further information, please contact:

Thomas A. Doyle

Phone: (604) 689-5722

Email: [email protected]

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.

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 results to differ from those projected in the forward ‐looking statements. Forward

looking statements in this press release include, but are no t limited to, statements regarding the Transaction, the closing

thereof, and the receipt of certain regulatory and shareholder approvals. These forward‐looking statements are subject to a

variety of risks and uncertainties and other factors that could ca use actual events or results to differ materially from those

projected in the forward ‐looking information. Risks that could change or prevent these statements from coming to fruition

include, but are not limited to, the inability of the Company to receive final TSX Venture Exchange approval and shareholder

approval for the Transaction, general business, economic and social uncertainties, litigation, legislative, environmental and

other judicial, regulatory, political and competitive developments, and other risks outside of the Company’s control.