Southern Empire’s Centauro Gold Project Option Transferred to Fortuna Mining Southern Empire Resources Corp. (Southern Empire; TSX -V: SMP; Frankfurt: 5RE; OTC: SMPEF) announces that, regarding the Centauro Gold Project located in Chihuahua, México, it has entered into agreements (the
TSX-V: SMP
Frankfurt: 5RE
OTCQB: SMPEF
News Release
February 25, 2025
Southern Empire’s Centauro Gold Project Option Transferred to Fortuna Mining
Southern Empire Resources Corp. (Southern Empire; TSX -V: SMP; Frankfurt: 5RE; OTC: SMPEF) announces
that, regarding the Centauro Gold Project located in Chihuahua, México, it has entered into agreements (the
Assignment Agreements) that will allow Monumental Minerals, S.A. de C.V. (“Monumental”), a subsidiary of
Fortuna Mining Corp. (Fortuna; NYSE: FSM; TSX: FVI), to replace Southern Empire as the Optionee of record
in an Option Agreement with the original property vendor (see Southern Empire news release of December
12, 2022), thereby permitting Fortuna , through Monumental, the ability to earn a 100% interest in three
Centauro Gold Project mineral claims totaling 600 hectares (~1,483 acres).
Pertinent Business Terms of the Centauro Gold Project Option Assignment Agreements
Pursuant to the Assignment Agreements, and in exchange for Fortuna replacing Southern Empire as Optionee,
Fortuna may pay to Southern Empire a total of US $975,000 as follows:
• US $ 25,000 (plus VAT) upon the execution of the Assignment Agreements (the “Execution Date”)
• US $ 25,000 (plus VAT) on the first anniversary of the Execution Date
• US $ 25,000 (plus VAT) on the second anniversary of the Execution Date
• US $ 25,000 (plus VAT) on the third anniversary of the Execution Date
• US $ 25,000 (plus VAT) on the fourth anniversary of the Execution Date
• US $350,000 (plus VAT) on the fifth anniversary of the Execution Date
• US $500,000 (plus VAT) upon the filing of a Preliminary Economic Assessment technical report
regarding the Centauro Gold Project
Should the Centauro Gold Project attain commercial production, Southern Empire will retain a 1% Net Smelter
Return royalty interest with Fortuna having the right to a 0.5% buyback for US $1 million anytime prior to
commercial production.
Fortuna, through Monumental, has committed to spend a minimum of $200,000 annually in exploration ,
following an initial 12-month period to allow for drill permitting and the completion of initial reconnaissance
exploration work.
Inclusive in the transaction’s terms, Southern Empire has agreed to issue 400,000 common shares to the
original property vendor. Additionally, should Fortuna at any time decide to drop the Option, then Southern
Empire will have the ability to re-establish itself as Option ee of the Centauro Gold Project with the right to
earn a 100% interest by assuming all remaining payment and other relevant commitments to the underlying
owner that Fortuna might have at that particular time.
The transactions contemplated herein are subject to acceptance of the TSX Venture Exchange.
Centauro Gold Project
The Centauro property is in southeast Chihuahua State, approximately 275 kilometres (171 miles) southeast
of Chihuahua City. The extensive silica alteration exhibited at Centauro, coupled with an array of positive
geochemical, geophysical and historical drill results (see Southern Empire news release of December 12,
2022), point to the strong potential of the property to host a significant epithermal and/or “Carlin -style”
precious metal mineral deposit. Geological features exhibited at Centauro closely reflect those observed at
Southern Empire’s Pedro Gold Project located near Mapimí, in Durango State.
Qualified Person (QP)
The scientific and technical information contained in this news release has been prepared, reviewed and
approved by David Tupper, P.Geo. (British Columbia), Southern Empire's VP Exploration and a Qualified Person
within the context of Canadian Securities Administrators' National Instrument 43-101; Standards of Disclosure
for Mineral Projects (NI 43-101).
About Southern Empire Resources Corp.
Southern Empire is focused on the acquisition, exploration and development of metals and minerals deposits
in North America.
In northeastern Durango State, México, Southern Empire has an option to acquire a 100 -per-cent beneficial
interest in the 1,750-hectare Pedro Gold Project. At Pedro, in the spring of 2022, Southern Empire drilled gold
mineralization approximately 800 metres from 2014 drilling by a subsidiary of Newmont Mining Corporation.
Gold mineralization, associated with highly anomalous arsenic (orpiment and realgar common), antimony,
mercury and thallium, has been identified hosted in permeable basal conglomerates dep osited during
Oligocene extensional deformation, the latter forming widespread Basin and Range physiography along the
easter part of Sierra Madre Occidental. Gold is present in 12 of the 17 holes drilled at Pedro to date. Please
see Southern Empire’s news releases posted on SEDAR+ for further details.
In the Cargo Muchacho mountains of Imperial County, California, Southern Empire owns 100 percent of the
historical gold-producing American Girl mine property and holds options to acquire a 100 percent interest in
the adjacent 2,160-hectare (5,338-acre) Oro Cruz Property located approximately 22.5 kilometres (14 miles)
southeast of the operating Mesquite gold mine of Equinox Gold Corp.
At Oro Cruz, extensive historical drilling and large-scale open-pit and underground mining of the American Girl,
Padre y Madre, Queen , and Cross oxide gold deposits by the American Girl Mining Joint Venture ( “AGMJV”)
occurred between 1987 and 1996. During that time, gold was recovered by either heap leaching of lower -
grade, or milling of higher -grade ores until AGMJV operations ceased in late 1996 because of declining gold
prices leaving the Oro Cruz Property with many gold exploration targets in addition t o a historical inferred
resource estimate, reported In 2011 by Lincoln Mining Corp., totaling 341,800 ounces gold based on 4,386,000
tonnes averaging 2.2 grams gold per tonne (g Au /t) at a cut-off grade of 0.68 g Au/t (4,835,000 tons at 0.07
ounce gold per ton; please refer to the Cautionary Notice Regarding the Oro Cruz Property Historical Resource
Estimate below).
On behalf of the Board of Directors of Southern Empire Resources Corp.,
Dale Wallster, CEO and Director
For further information on Southern Empire please visit: www.smp.gold and SEDAR+ or contact:
Lubica Keighery, (778) 889-5476, [email protected] .
Cautionary Notice on Forward-Looking Information
Information provided in this news release may contain forward -looking information or forward -looking
statements that are based on assumptions as of the date of this news release. Such information or statements
reflect management’s current estimates, beliefs, intentions, and expectations and are not guarantees of future
performance. Southern Empire cautions that all forward-looking statements are inherently uncertain and that
actual performance may be affected by many material factors, many of which are beyond its respective
control. Such factors include, among other things: risks and uncertainties relating to Southern Empire’s limited
operating history, the need to comply with environmental and governmental regulations, results of exploration
programs on its projects , and those risks and unce rtainties identified in its annual and interim financial
statements and management discussion and analysis. Accordingly, actual and future events, conditions , and
results may differ materially from the estimates, beliefs, intentions, and expectations expressed or implied in
the forward-looking information. Except as required under applicable securities legislation, Southern Empire
undertakes no obligation to publicly update or revise forward-looking information.
Cautionary Notice Regarding Historical Resource Estimate
The Oro Cruz Project historical resource estimate is disclosed in a technical report dated April 29, 2011,
prepared for Lincoln Mining Corp. by Tetra Tech, Inc. and filed on the Canadian Securities Administrators'
System for Electronic Document Analysis and Retrieval ( “SEDAR”). It is termed an inferred mineral resource,
which is a category set out in NI 43-101. It was based on historical reverse circulation and core drill hole sample,
underground channel sample, and blasthole sample assay results and calculated using ordinary kriging to
estimate gold grad es in 10 -foot-by-10-foot-by-five-foot blocks. Accordingly, Southern Empire considers this
historical estimate reliable as well as relevant as it represents key targets for future exploration work. However,
a QP has not done sufficient work to verify or classify the historical estimate as a current mineral resource and
Southern Empire is not treating this historical estimate as current mineral resources.
Cautionary Notice Regarding Proposed Exploration Work Programs
The timing and the ability to conduct Southern Empire's planned or proposed exploration programs are, among
other things, contingent on: governmental regulations allowing for the issuance of permits; affects of the
COVID-19 pandemic; the availability of exploration personnel, drill contractors, equipment, lodging, etc; and
the availability of capital required for exploration programs . Southern Empire will adhere to COVID -19
directives regarding safe working practices putting worker and community health and safety first and will
proceed with exploration and development work programs only if potential COVID-19 risks can be effectively
managed.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in
the policies of the Exchange) accept responsibility for the adequacy or accuracy of this release.