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RML.V ·

Rusoro Mining Announces Delay of Annual Filings

Regulatory & Compliance

Suite 3123 – 595 Burrard Street

Vancouver, BC V7X 1J1

Tel: 604 - 609 - 6110  Website: www.rusoro.com

RUSORO MINING ANNOUNCES DELAY OF ANNUAL FILINGS

April 30 , 2025 - Vancouver, British Columbia, Canada - Rusoro Mining Ltd. (TSX-V: RML)

(the “Company” or “Rusoro”) announces that it has experienced a delay in filing its financial statements for

the year ended December 31, 2024, and the related management’s discussion and analysis, and CEO and CFO

certifications (collectively, the “Required Filings”), which are required to be filed on or before April 30, 2025.

In connection with the anticipated delay, the Company has applied to, and received from, the applicable

Canadian securities regulators, a voluntary management cease trade order (“ MCTO”) which restricts trading

in the Company’s securities by insiders of the Company, as opposed to a general cease trade order, which would

restrict all trading in the Company's securities. The MCTO will be in effect until the Required Filings are filed

or until it is revoked or varied.

The Required Filings are in the process of being prepared but haven’t been completed as a result of the

resignation of the Company’s former auditor on October 11, 2024, and the appointment of a new auditor on

October 11, 2024. Management expects to be in a position to file the Required Filings no later than May 23,

2025.

The Company confirms that it intends to satisfy the provisions of the alternative information guidelines

described in sections 9 and 10 of National Policy 12-203 – Management Cease Trade Orders for so long as it

remains in default of the requirement to file the Required Filings. The Company has not taken any steps towards

any insolvency proceeding and the Company has no material information to release to the public. The Company

has made the foregoing representations in accordance with the requirements of applicable securities laws.

Director Resignations:

The Company also announces that Jay Kaplowitz, Dmitri Ushakov and Vladimir Agapov will be resigning as

directors of the Company effective immediately. The Company would like to sincerely thank them for their

long-term and valuable contributions to the Company and wish them continued success.

ABOUT RUSORO MINING LTD.

The principal business activities of Rusoro were the acquisition, exploration, development, and operation of

gold mineral properties. Since Venezuela expropriated Rusoro’s assets in Venezuela in 2012 the Company has

been focused on the recovery of its Arbitration Award.

ON BEHALF OF THE BOARD

"Andre Agapov"

Andre Agapov, President & CEO

For further information, please contact:

Rusoro Mining Ltd.

Gordon Keep

E; [email protected]

T: 604 609-6110

Internal

Cautionary Note Regarding Forward-Looking Information and Statements:

This news release contains "forward- looking information" and "forward- looking statements" (collectively, "forward -

looking information") within the meaning of applicable securities laws. Forward- looking information is generally

identifiable by use of the words "believes," "may," "plans," "will," "anticipates," "intends," "could", "estimates", "expects",

"forecasts", "projects" and similar expressions, and the negative of such expressions. Forward-looking information in this

news release includes statements about the expected filing of the Required Filings.

Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the

Company's actual results, level of activity, performance, or achievements to be materially different from those expressed

or implied by such forward- looking information. Forward- looking information is based on the reasonable assumptions,

estimates, analysis and opinions of management made in light of its experience and perception of trends, current

conditions and expected developments, and other factors that management believes are relevant and reasonable in the

circumstances at the date such statements are made including, without limitations, information based on the current status

of the Required Filings and discussions with the auditor of the Company. Although the Company has attempted to identify

important factors that could cause actual results to differ materially from those contained in forward-looking information,

there may be other factors that cause results not to be as anticipated. There can be no assurance that such information

will prove to be accurate, as actual results and future events could differ materially from those anticipated in such

information, and there is no guarantee the Required Filings will be made on the timeline currently expected or at all. If

the Required Filings are not filed on time or are subject to additional delays, the securities of the Company could be

subject to a cease trade order or other actions taken by the securities regulators and/or the TSXV. Accordingly, readers

should not place undue reliance on forward- looking information. All forward- looking information herein is qualified in

its entirety by this cautionary statement, and the Company disclaims any obligation to revise or update any such forward-

looking information or to publicly announce the result of any revisions to any of the forward- looking information

contained herein to reflect future results, events, or developments, except as required by law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of

the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.