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Panoro Minerals Completes Sale of Cochasayhuas Gold Project

Mergers & Acquisitions

Panoro Minerals Completes Sale of Cochasayhuas Gold Project

VANCOUVER, B.C., June 10, 2020 – Panoro Minerals Ltd. (TSXV: PML, Lima: PML, Frankfurt: PZM)

(“Panoro”, the “Company”), is pleased to announce that it has compl eted the sale of the Cochasayhuas

Gold Project to Mintania S.A .C. (Mintania) of Peru for a total of US$ 2.45 million to be paid in instalments

plus a 5% Net Smelter Return royalty (NSR) for 15 years from the commencement of commercial

production.

The cash installments will be paid according to the following schedule:

1. US$ 450,000 in 2020, on closing

2. US$1,000,000 in 2021;

3. US$ 750,000 in 2022;

4. US$ 250,000 in 2023; and

The payment of the 5% NSR will commence on a quarterly basis following the start of commercial

production.

The Cochasayhuas Project is a past producing underground mine in operation until the 1950’s with a total

life of mine production of 401,000 ounces of gold and 480,000 ounces of silver (SRK, 2007) . The project

is a low sulphidation Au- Ag Epithermal type deposit distributed in three vein systems hosted in igneous

rocks and sediments, namely the:

1. Cochasayhuas vein;

2. San Fernando-San Lucas vein; and

3. Las Tapadas vein systems

The historic underground mine in the Cochasayhuas vein operated from 1912 to 1952 with a yearly

production of 156 to 674 k gs Gold and 500 to 1,917 kgs Silver, with head grades of up to 36.8 Au g/t and

180 Ag g/t in defined zones. The ore shoot dimensions are estimated to be 600 meters by 150 meters

with an average width of 1.0 meters. The vein is exposed in 9 levels of drifting developed to a depth of

400 meters from surface. The ore shoot limits remain open in all directions.

The project is located in the district of Progreso, province of Grau, Department of Apurimac, in Southern

Peru. The property comprises 1,836 hectares located at elevations between 3,700 and 4,200 m eters

above see level . A ccess to the property is via 260 km of road from Cusco. The road is paved from

Cusco to the Las Bambas mine with a narrower paved road a further 45 km to the project.

Panoro acquired the project in 2007 and carried out exploration works to further delineate the extension

of the Cochasayhuas vein along strike as well as several new parallel veins. Panoro completed an

exploration cam paign at the San Fernando –San Lucas vein, which extends 5km along strike

approximately 100 to 200 meters to the west of the Cochasayhuas vein. The exploration program

identified the potential for additional ore shoots near the surface, within a similar geologic environment as

the Cochasayhuas vein.

The nearby produc ing mines include the Santa Rosa gold mine (Minera Misti Gold) located 18km to the

southwest and the Anabi gold mine (Minera Aruntani) located 30km to the southeast The two operations

have historic production of 1.0 and 2.0 million ounces of gold, respectively.

2 | Jun 10, 2020 PR

Mintania is planning to commence mining operations as soon as design and permitting can be completed

and plan to process the ore at their existing processing plant in Peru.

Panoro has now completed strategic transactions at four of its projects:

1. Precious Metals Purchase Agreement with Wheaton Precious Metals at the Cotabambas Project;

2. Joint Venture with the Japan Oil, Gas and Metals National Corporation (Jogmec) at the

Humamantata Project;

3. Sale to Hudbay Minerals of the Kusiorcco Project for cash and NSR royalty; and

4. Sale to Mintania of the Cochasayhuas Project for cash and NSR royalty.

The above transactions would provide, if all received, US$ 15.5 million of funding t o Panoro from 2020 to

2024, not including the potential NSR royalties from the Kusiorcco and Cochasayhuas Projects.

Luquman Shaheen, President & CEO of Panoro Minerals states, “We are pleased to have completed this

transaction with Mintania. The cash pay ments and NSR will add to the funding available to Panoro to

focus on its core Cotabambas Project. The funding from this transaction together with funding from

Wheaton Precious Metals and Hudbay constitute important ongoing cash injections to be directed to the

Cotabambas Project and corporate costs while avoiding share capital dilution. Funding from Jogmec will

continue to advance the exploration works at the Humamantata Project. Leveraging our non- core

projects with strategic partnerships to mitigate f inancing risk and share dilution, while maintaining longer

term upside for our shareholders, will remain a key part of our strategy into the future.”

About Panoro

Panoro is a uniquel y positioned Peru focused copper exploration and development company . The

Company is advancing its flagship project, Cotabambas Copper -Gold-Silver Project and its Antilla

Copper-Molybdenum Projects located in the strategically important area of sout hern Peru. The Company

also has a Joint Venture agreement with the Japanese O il, Gas and Mineral Exploration Company

(JOGMEC) to advance its early stage Humamantata Copper Project and a partnership with Hudbay

Minerals Inc. at its Kusiorcco Copper Project where Panoro is to receive cash payments and a 2% NSR

royalty.

At the Cotabambas Project, the Company is focused on delineating the growth potential while optimizing

the project economics. Exploration and step- out drilling from 2017, 2018 and 2019 has identified the

potential for both oxide and sulphide resource growth.

Summary of Cotabambas and Antilla Project Resources

Project Resource

Classification

Million

Tonnes

Cu (%) Au (g/t) Ag (g/t) Mo (%) CuEq

%

Cotabambas

Cu/Au/Ag

Indicated 117.1 0.42 0.23 2.74 0.001 0.59

Inferred 605.3 0.31 0.17 2.33 0.002 0.44

@ 0.20% CuEq cutoff, effective October 2013, Tetratech

Antilla Cu/Mo Indicated 291.8 0.34 - - 0.01 0.38

Inferred 90.5 0.26 - - 0.007 0.29

@ 0.175% CuEq cutoff, effective May 2016, Tetratech

Preliminary Economic Assessments (PEA) have been completed for both the Cotabambas and Antilla

Projects, the key results are summarized below.

Summary of Cotabambas and Antilla Project PEA Results

Key Project Parameters Cotabambas Cu/Au/Ag

Project1

Antilla Cu

Project2

Process Feed, life of mine million tonnes 483.1 118.7

Process Feed, daily Tonnes 80,000 20,000

Strip Ratio, life of mine 1.25 : 1 1.38: 1

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Before

Tax1

NPV7.5% million USD 1,053 520

IRR % 20.4 34.7

Payback years 3.2 2.6

After

Tax1

NPV7.5% million USD 684 305

IRR % 16.7 25.9

Payback years 3.6 3.0

Annual

Average

Payable

Metals

Cu thousand tonnes 70.5 21.0

Au thousand ounces 95.1 -

Ag thousand ounces 1,018.4 -

Mo thousand tonnes - -

Initial Capital Cost million USD 1,530 250

1. Project economics estimated at commodity prices of; Cu = US$3.00/lb, Au = US$1,250/oz, Ag = US$18.50/oz, Mo =

US$12/lb

2. Project economics estimated at long term commodity price of Cu = US$3.05/lb and Short term commodity price of Cu =

US$3.20, US$3.15 and US$3.10 for Years 1, 2 and 3 of operations, respectively.

The PEAs are considered preliminary in nature and include Inferred Mineral Resources that are

considered too speculative to have the economic considerations applied that would enable classification

as Mineral Reserves. There is no certainty that the conclusions within the updated PEA will be realized.

Mineral Resources are not Mineral Reserves and do not have demonstrated economic viability.

Luis Vela, a Qualified Person under National Instrument 43- 101, has reviewed and approved the scientific

and technical information in this press release.

On behalf of the Board of Panoro Minerals Ltd.

Luquman Shaheen. M.B.A., P.Eng, P.E.

President & CEO

FOR FURTHER INFORMATION, CONTACT:

Panoro Minerals Ltd.

Luquman Shaheen, President & CEO

Phone: 604.684.4246 Fax: 604.684.4200

Email: [email protected]

Web: www.panoro.com

CAUTION REGARDING FORWARD LOOKING STATEMENTS : Information and statements contained

in this news release that are not historical facts are “forward- looking information” within the meaning of

applicable Canadian securities legislation and involve risks and uncertainties.

Examples of forward- looking information and statements contained in this news release include

information and statements with respect to:

4 | Jun 10, 2020 PR

• acceleration of payments by Wheaton Metals to match third party financing by Panoro targeted

for exploration at the Cotabambas Project;

• payment by Wheaton Metals of US$140 million in installments;

• Panoro weathering the current depressed equity and commodity markets, minimizing dilution to

existing shareholders and making targeted investments into exploration at the Cotabambas

Project;

• mineral resource estimates and assumptions;

• the PEA, including, but not limited to, base case parameters and assumptions, forecasts of net

present value, internal rate of return and payback; and

• copper concentrate grade from the Cotabambas Project.

Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or

projections set out in forward- looking information. In some instances, material assumptions and factors

are presented or discussed in this news release in connection with the statements or disclosure

containing the forward- looking information and statements. You are cautioned that the following list of

material factors and assumptions is not exhaustive. The factors and assumptions include, but are not

limited to, assumptions concerning: metal prices and by -product credits; cut -off grades; short and long

term power prices; processing recovery rates; mine plans and production scheduling; process and

infrastructure design and implementation; accuracy of the estimation of operating and capital costs;

applicable tax and royalty rates; open-pit design; accuracy of mineral reserve and resource estimates and

reserve and resource modeling; reliability of sampling and assay data; representativeness of

mineralization; accuracy of metallurgical test work; and amenability of upgrading and blending

mineralization.

Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other

factors which could cause actual events or results to differ materially from those expressed or implied by

the forward-looking statements, including, without limitation:

• risks relating to metal price fluctuations;

• risks relating to estimates of mineral resources, production, capital and operating costs,

decommissioning or reclamation expenses, proving to be inaccurate;

• the inherent operational risks associated with mining and mineral exploration, development, mine

construction and operating activities, many of which are beyond Panoro’s control;

• risks relating to Panoro’s ability to enforce Panoro’s legal rights under permits or licenses or risk

that Panoro’s will become subject to litigation or arbitration that has an adverse outcome;

• risks relating to Panoro’s projects being in Peru , including political, economic and regulatory

instability;

• risks relating to the uncertainty of applications to obtain, extend or renew licenses and permits;

• risks relating to potential challenges to Panoro’s right to explore and/or develop its projects;

• risks relating to mineral resource estimates being based on interpretations and assumptions

which may result in less mineral production under actual circumstances;

• risks relating to Panoro’s operations being subject to environmental and remediation

requirements, which may increase the cost of doing business and restrict Panoro’s operations;

• risks relating to being adversely affected by environmental, safety and regulatory risks, including

increased regulatory burdens or delays and changes of law;

• risks relating to inadequate insurance or inability to obtain insurance;

• risks relating to the fact that Panoro’s properties are not yet in commercial production;

• risks relating to fluctuations in foreign currency exchange rates, interest rates and tax rates; and

• risks relating to Panoro’s ability to raise funding to continue its exploration, development and

mining activities.

This list is not exhaustive of the factors that may affect the forward- looking information and statements

contained in this news release. Should one or more of these risks and uncertainties materialize, or

should underlying assumptions prove incorrect, actual results may vary materially from those described in

the forward-looking information. The forward- looking information contained in this news release is based

5 | Jun 10, 2020 PR

on beliefs, expectations and opinions as of the date of this news release. For the reasons set forth

above, readers are cautioned not to place undue reliance on forward- looking information. Panoro does

not undertake to update any forward- looking information and statements included herein, except in

accordance with applicable securities laws.

Neither the 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.