ValOre Announces Closing of Agreements with Skyharbour for Uranium Projects Located in Saskatchewan

ValOre Announces Closing of Agreements with Skyharbour for Uranium Projects Located in

Saskatchewan

Vancouver, BC, February 10, 2025 -- ValOre Metals Corp. (“ValOre”; TSX ‐V: VO; OTCQB: KVLQF;

Frankfurt: KEQ0) today provided an update on developments concerning Hatchet Uranium Corp.

(“Hatchet”), in which ValOre currently holds an approximate 51.5% partially diluted ownership interest.

ValOre, further to its news release s dated November 4 th, 2024, and February 5 th,2025, announces that

closing has now occurred on the option agreement (the “Agreement”) with Skyharbour Resources Ltd.

(“Skyharbour”), whereby Hatchet may acquire an 80% interest in Skyharbour’s 17,606 ha Highway Uranium

Property (“Highway”) and a 100% interest, subject to a claw-back provision for Skyharbour, in Skyharbour’s

Genie, Usam and CBX/Shoe Uranium Projects (the “Purchased Properties”) totalling 66,358 ha, all located

to the northeast of the Athabasca Basin, n orthern Saskatchewan, Canada. The Agreement on Highway

provides Hatchet an opportunity to earn an 80% interest in the related claims over a three-year period by

fulfilling combined cash, share issuance and exploration expenditure commitments of CAD $3.345 million.

Terms of Highway Property Agreement:

Highway, now consists of nine (9 ) mineral claims comprising approximately 17,606 hectares, due to the

recent addition of five (5) mineral claims comprising 8,267 ha. Hatchet may acquire an 80% interest in

Highway by (i) issuing common shares in the capital of Hatchet (“Shares”) having an aggregate value of

CAD $1,050,000; (ii) making aggregate cash payments of CAD $245,000; and (iii) incurring an aggregate

of CAD $2,050,000 in exploration expenditures on Highway over a three-year period, as follows:

Date Cash Payments Exploration Expenditures Value of Shares Issued

On or before the first

anniversary of Closing $25,000 $250,000 $25,000(1)

On or before the second

anniversary of Closing $20,000 $300,000 $25,000(1)

On or before the third

anniversary of Closing $200,000 $1,500,000 $1,000,000(1)

TOTAL $245,000 $2,050,000 $1,050,000

(1) Deemed pricing of Shares is based on the twenty (20) day volume weighted average price on the stock exchange

in which Hatchet shall list its Shares for trading, being either the TSX Venture Exchange or the Canadian Securities

Exchange (“Deemed Price”) or the last sale price, if not listed on a stock exchange at the time of issuance.

In the event that the issuance of any Shares pursuant to the above would result in Skyharbour holding 10%

or more of the outstanding Shares of Hatchet, Hatchet will issue that number of Shares which would result

in Skyharbour receiving 9.9% of the issued and outstanding Shares post-issuance and will pay cash in lieu

of the Shares for the difference.

Skyharbour shall retain a 2% net smelter returns royalty from minerals mined and removed from Highway,

of which Hatchet may purchase one-half, being 1%, at any time for $1,000,000.

Terms of the Purchased Properties:

The Purchased Propert ies consists of twenty -five (25) mineral claims comprising approximately 66,358

hectares across the Genie, Usam and CBX/Show projects. Hatchet acquired a 100% interest in the

Purchased Properties by, on the date of closing (the “Closing Date”), paying Skyharbour $25,000 and

issuing to Skyharbour such number of units in the capital of Hatchet (“Hatchet Units”) equal to 9.9% of the

issued and outstanding Shares immediately following issuance. Each Hatchet Unit shall be comprised of

one Share and one share purchase warrant, entitling Skyharbour to purchase one additional Share for a

period of three years at a price that is a 25% premi um to the deemed value of the Shares in both years 1

and 2, and then increases to a 50% premium to the issuance value of the Shares in year 3.

Skyharbour shall retain a claw -back provision whereby, within 90 days after the 3 rd anniversary of the

Closing Date, Skyharbour may elect by written notice to Hatchet of its intention to purchase back a twenty-

five percent (25%) interest in the Purchased Propert ies by, within 90 days of delivery of such notice,

incurring exploration expenditures or paying cash in lieu of to fund future exploration, equivalent to fifty

percent (50%) of the total amount that Hatchet had spent during the term that is three years from the Closing

Date in exploration expenditures on the Purchased Properties. If Hatchet has not incurred any exploration

expenditures during the three years following the closing date, then Skyharbour shall automatically receive

the 25% interest in the Purchased Properties.

Skyharbour shall also retain a 2% net smelter returns royalty from minerals mined and removed from the

Purchased Properties, of which Hatchet may purchase one-half, being 1%, at any time for $2,000,000.

One of the conditions precedent for Hatchet prior to closing on both agreements was to close a financing

for minimum gross proceeds of $1,500,000 which is now complete. Furthermore, Hatchet will proceed to

list on the TSX Venture Exchange or the Canadian S ecurities Exchange or will have sold its interest to or

combined with a similarly listed issuer. If this is not complete within 18 months, Hatchet’s right to acquire

the Purchased Property will terminate. If after 12 months Hatchet has not listed then it shall pay Skyharbour

a monthly fee of $10,000 until such conditions are satisfied or an aggregate of $60,000 has been paid,

whichever occurs first.

Highway Property Summary:

The Highway Uranium Project consists of nice (9) claims covering 17,606 hectares, approximately 41 km

south of the Rabbit Lake Mine and 11 km southwest of Uranium Energy Corp.’s (UEC, formerly UEX) West

Bear U and Co- Ni Deposits. The Highway Project is located approximately 7 km east of the present -day

margin of the Athabasca Basin but is believed to have been covered by Athabasca sandstone in the past.

Highway 905 runs through the property, providing excellent access for exploration and in close proximity to

regional infrastructure. There has been limited modern exploration performed on the project but there is the

potential for high-grade basement-hosted-uranium mineralization.

The project is underlain by Wollaston Supergroup metasedimentary gneisses (pelitic to psammopelitic and

psammitic to meta-arkosic) folded around and overlying an Archean felsic gneiss dome which outcrops in

the southwestern portion of the property and cores a northeast trending antiformal fold nose.

Figure 1: Highway Property Location Map

Genie Property Summary:

The Genie property consists of five claims totalling 16,930 ha, and is located approximately 48 km northeast

of Cameco’s Eagle Point Uranium Mine (Rabbit Lake Operation) and 40 km north of Wollaston Lake Post.

The project is underlain by Wollaston Superground metasedimentary gneisses and Archean granitoids, with

prospective pelitic to psammopelitic gneisses (including graphitic varieties) and several north-trending faults

related to the Tabbernor fault system being mapped on the property. The project lies outside the current

extent of the Athabasca Basin, but is believed to have been overlain by now-eroded Athabasca sandstones

in the past and has the potential for high -grade basement-hosted uranium mineralization. The property is

underlain by a series of linear magnetic highs (interpreted as granitoids) and magnetic lows (interpreted as

metasedimentary gneisses), cross-cut by a highly magnetic northwest-trending Mackenzie Diabase dyke.

Previous work on the Genie project includes limited diamond drilling (three historical drill holes, of which

one was abandoned in overburden) and a variety of airborne and ground geophysical surveys, prospecting,

geological mapping, lake sediment and overb urden sampling, and soil sampling. Most of this exploration

work took place between 1966 to 1980, prior to the advent of modern geophysical methods and geological

models, but in 2014 part of the Genie property was covered by a helicopter -borne DIGHEM magnetic,

electromagnetic, and radiometric survey. The survey showed a strong central EM conductor following a

magnetically inferred contact on the two northeastern most claims, which is locally disrupted by several

moderately conductive N-S trending structural breaks, inferred to be faults. This strong conductor is highly

prospective for uranium mineralization, and drilling done in 1969 and 1971 has confirmed the presence of

graphitic and sulfide-containing pelitic gneisses on the property. Lake sediment sample s also collected at

Genie during the 2014 exploration program, contained up to 63.3 ppm U, further showcasing the

prospectivity of the property.

Figure 2: Genie Property Location Map

Usam Property Summary:

The Usam Project consists of twelve claims totalling 40,041 ha and is located approximately 16 km

northeast of Cameco’s Eagle Point Mine (Rabbit Lake Operation). The project has numerous EM

conductors that are associated with significant magnetic lows of the Wollaston Domain. While the project is

outside the current confines of the Athabasca Basin, the area was overlain by Athabasca sandstones

historically. Basement rocks on the property include Wollaston Supergroup metasediments and Archean

granitoid gneisses, with highly prospective pelitic to psammopeliti c gneisses (including graphitic varieties)

making up the largest proportion of the basement rocks. Several north -trending faults related to the

Tabbernor fault system cross-cut the property.

Previous work on the project includes diamond drilling (12 holes), lake sediment sampling, soil sampling,

geological mapping, ground and airborne geophysics, marine seismic, prospecting, and other geochemical

sampling, the majority of which was done in the 1980’s and 1970’s. Modern exploration of the property has

been limited to geophysics and ground prospecting. As such there is a significant untested potential on the

project. Trenching on Cleveland Island uncovered up to 0.31% U3O8 in mineralized pegmatite, and diamond

drilling on Gilles Island intersected anomalous uranium, indicating that the basement rocks underling the

Usam property are fertile sources of uranium in addition to containing pegmatite- and granite-hosted U-Th-

REE mineralization. There are also several sedimentary-hosted base metals (i.e. Cu and Zn) showings on

the project and in the surrounding area, which show similarities to the sedimentary-hosted Cu mineralization

previously discovered by Rio Tinto and its partners at the Janice Lake Pr oject further southwest in the

Wollaston Domain.

Figure 3 – Usam Property Location Map

CBX/Shoe Property Summary:

The CBX property has been recently expanded through staking to include five additional claims adjoining

the previously staked CBX and Shoe properties, which have been combined to include a total of seven

claims covering 8,777 hectares. The 609 ha Shoe property has remained unchanged, with both CBX and

Shoe now consisting of eight non-contiguous claims totalling 9,386 hectares.

The new claims lie approximately 6.5 km to 25 km northeast of the Eagle Point uranium mine and cover the

northern shore of Wollaston Lake including parts of Cunning Bay. Outcrop exposure on the property is poor,

but historical mapping and drilling shows that the newly expanded CBX project is underlain by a mixture of

Wollaston Supergroup metasedimentary gneisses, Hudsonian intrusives, and Archean felsic gneisses of

the Western Wollaston Domain. Similar lithologies host uranium mineralization at the Rabbit Lake operation,

including the Eagle Point deposit, and other uranium deposits in the Athabasca Basin and surrounding

regions. The CBX and Shoe properties have had historical exploration, including airborne and ground

geophysical surveys, lake sediment, soil , and spruce geochemical surveys, till sampling, prospecting,

geological mapping, and a marine seismic survey, but the majority of this work took place in the 1960’s to

1980’s, with limited modern exploration work being carried out on a small portion of the CBX and Shoe

properties.