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Financing & Capital Markets

Not for distribution to United States newswire services or for dissemination in the United States.

Vancouver, B.C. – May 28, 2026 ValOre Metals Corp. (“ValOre” or the “Company”) (TSX-V: VO; OTCQB: KVLQF; FRANKFURT: KEQ0) today announced the completion of its previously announced non-brokered private placement of a convertible unsecured debentures (the “Debentures“) for aggregate gross proceeds of CDN$2,000,000 (the “Offering”).

The Principal amount of the Debenture is convertible, at the option of the holder at any time after the date six months from the issue date, into units (the “Units“) of the Company at a conversion price of $0.12 per Unit (the “Conversion Price“). Each Unit will consist of one common share in the capital of the Company (a “Share“) and one-half of one transferable common share purchase warrant (each whole warrant, a “Warrant“). Each Warrant entitles the holder to acquire one additional Share at an exercise price of CDN$0.15 per Share for a period of 36 months from the date of issuance of the Warrant.

The Debentures will bear interest at the rate of 6% per annum and accrue until the date that is six month from the date hereof if the principal amount outstanding under the Debenture (the “Principal“) has not been converted to Units at such time, with such interest calculated and payable in cash every 6 months until the date that is 18 months from the Issuance Date (the “Maturity Date“). If the Principal is not repaid in full on the Maturity Date, interest shall continue to accrue on any outstanding Principal at the same rate until the date of actual repayment, and any such interest accrued after the Maturity Date shall be payable in cash upon repayment of the outstanding Principal.

In the event that the Company completes an arm’s-length equity financing for aggregate gross proceeds of not less than $5,000,000 which closes within six months of the date hereof, conducted by way of a prospectus offering or a non-brokered or brokered private placement of Shares or the common share component of any unit, subscription receipt, convertible security, exchangeable security, or other equity or equity-linked security (collectively, “Other Equity Securities”) at a fixed issue price per Share or Other Equity Securities (“Material Financing”), all outstanding Principal shall automatically convert into Units at a conversion price equal to the Conversion Price which will be adjusted to match the issue price per Share or Other Equity Securities, issued pursuant to the Material Financing, if such price is greater than $0.12, and provided that in no event will the Conversion Price be reduced below $0.12.

In the event the Company completes a merger, arrangement, reorganization, amalgamation or other form of business combination of the Company with, or into any other company or of the sale of substantially all of the property and assets of the Company to any other company then effective concurrently with the closing of the such transaction, all outstanding Principal shall automatically convert into Units at a conversion price equal to the Conversion Price.

The holder may also elect to convert accrued and unpaid interest into Units concurrently with any voluntary or automatic conversion of the Principal. Any conversion of accrued and unpaid interest into Units is subject to the prior approval of TSXV and the conversion price applicable to any such interest shall be determined in accordance with the policies of TSXV, and must comply with the minimum pricing rules of TSXV at the time of conversion. In the event the prior approval of TSXV to the conversion of accrued and unpaid interest is not received, the Company will pay the accrued and unpaid interest amount in cash.

ValOre intends to use the net proceeds of the Offering for exploration on ValOre’s 100% owned Pedra Branca Platinum Group Elements Project in northeastern Brazil, for evaluation of potential acquisitions in Brazil, general working capital and corporate purposes.

All securities issued pursuant to the Offering, including, the Common Shares and Warrants issuable conversion of the Debenture and the Shares issuable exercise of the Warrants, will be subject to a four-month hold period in accordance with applicable Canadian securities laws. There are no material facts or material changes regarding the Company that have not been generally disclosed.

An officer and director of the Company (the “Purchaser“) was the sole participant in the Offering. Participation by the insider in the Offering constitutes a “related party transaction” subject to the requirements of TSXV Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Company relied upon exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that neither the fair market value of the Debentures to be issued to the insider, nor the fair market value of the consideration for such Debentures, exceeds 25% of the Company’s market capitalization.

No finder’s fees or commissions were payable in connection with the Offering, including with respect to the related party subscription. The insider participation did not result in the creation of a new “Control Person” (as defined in the policies of the TSXV).

About ValOre Metals Corp.

ValOre Metals Corp. (TSX–V: VO) is a Canadian company with a team aiming to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration and innovation.

ValOre’s Pedra Branca Platinum Group Elements Project comprises 45 exploration licenses covering a total area of 51,096 hectares (126,260 acres) in northeastern Brazil. At Pedra Branca, 7 distinct PGE+Au deposit areas host, in aggregate, a 2022 NI 43-101 inferred resource of 2.198 Moz 2PGE+Au contained in 63.6 Mt grading 1.08 g/t 2PGE+Au. ValOre’s team believes the Pedra Branca project has significant exploration discovery and resource expansion potential. (CLICK HERE to download 2022 technical report* and CLICK HERE for news release dated March 24, 2022).

*The 2022 Technical Report is entitled “Independent Technical Report –Mineral Resource Update on the Pedra Branca PGE Project, Ceará State, Brazil” was prepared as a National Instrument 43-101 Technical Report on behalf of ValOre Metals Corp. with an effective date of March 08, 2022. The 2022 Technical Report by Independent qualified persons, Fábio Valério (P.Geo.) and Porfirio Cabaleiro (P.Eng.), of GE21, commissioned to complete the mineral resource estimate while Chris Kaye of Mine and Quarry Engineering Services Inc. (MQes), was commissioned to review the metallurgical information. The Mineral Resource estimates were prepared in accordance with the CIM Standards, and the CIM Guidelines, using geostatistical, plus economic and mining parameters appropriate to the deposit. Mineral Resources, which are not mineral reserves, do not have demonstrated economic viability, and may be materially affected by environmental, permitting, legal, marketing, and other relevant issues. Mineral Resources are based upon a cut-off grade of 0.4 g/t PGE+Au, correlated to Pd_eq grade of 0.35 g/t, and were limited by an economic pit built in Geovia Whittle 4.3 software and following the geometric and economic parameters as disclosed in the 2022 NI 43-101 Technical Report.

On behalf of the Board of Directors,

“Jim Paterson”

James R. Paterson, Chairman, ValOre Metals Corp.

For further information about ValOre Metals Corp. please visit our website at www.valoremetals.com or contact Investor Relations at [email protected].

ValOre Metals Corp. is a proud member of Discovery Group. For more information please visit: http://www.discoverygroup.ca/

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of applicable securities laws. Forward-looking statements in this press release include, but are not limited to, statements regarding: the intended use of net proceeds of the Offering; the closing of the Offering and the receipt of all necessary regulatory approvals, including the approval of the TSXV; the intention of an officer and director of the Company to be the sole participant in the Offering and to sell free-trading common shares to arm’s length parties by way of market crosses at prevailing market prices to raise some or all of the funds to pay the purchase price for the Debentures; the Company’s expectation to rely upon exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101; the terms of the Debentures, including the maturity date, interest rate, conversion mechanics, and the upward-only adjustment to the Conversion Price upon completion of a Material Financing; the automatic conversion of the Debentures upon a Material Financing; the conversion of accrued and unpaid interest into Units that is subject to the prior approval of the Exchange at the time of conversion, and if the TSXV approval is not received, that the Company will pay the accrued and unpaid interest in cash; the belief that the Pedra Branca project has significant exploration discovery and resource expansion potential; and that the insider participation will not result in the creation of a new “Control Person”. Forward-looking statements are often, but not always, identified by the use of words such as “intends”, “expects”, “believes”, “will”, “subject to”, “may”, and similar expressions. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings of the Company could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include, but are not limited to: the inability to complete the Offering on the terms announced or at all; the failure to obtain necessary regulatory approvals, including the approval of the TSXV; changes in the Company’s plans regarding the use of proceeds; general economic, market and business conditions; risks related to exploration, development and operations at the Pedra Branca project; the Company’s ability to identify and complete potential acquisitions; changes in applicable securities laws or stock exchange policies; and the other risks and uncertainties described in the Company’s public filings. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

Not for distribution to United States newswire services or for dissemination in the United States.

Vancouver, B.C. – May 20, 2026 ValOre Metals Corp. (“ValOre” or the “Company”) (TSX-V: VO; OTCQB: KVLQF; FRANKFURT: KEQ0) today announced a non-brokered private placement of convertible unsecured debentures (the “Debentures“) for aggregate gross proceeds of up to CDN$2,000,000 (the “Offering).

The Debentures will bear interest at a rate of 6% per annum and will mature on the date that is 18 months from the date of issuance (the “Maturity Date“).

The principal amount of the Debentures will be convertible, at the option of the holder at any time after the date six months from the issue date, into units (the “Units“) of the Company at a conversion price of $0.12 per Unit (the “Conversion Price“). Each Unit will consist of one common share in the capital of the Company (a “Share“) and one-half of one transferable common share purchase warrant (each whole common share purchase warrant, a “Warrant“). Each Warrant will entitle the holder to acquire one additional Share at an exercise price of CDN$0.15 per Share for a period of 36 months from the date of issuance of the Warrant.

The Conversion Price is subject to an upward-only adjustment to match the issue price per common share, or the effective price attributable to the common share component of any unit, subscription receipt, convertible security, exchangeable security, or other equity or equity-linked security (collectively, “Other Equity Securities“), issued pursuant to the Company’s next Material Financing completed within six months of the issue date of the Debentures, if such price is greater than CDN$0.12. For these purposes, “Material Financing” means the next arm’s-length equity financing of the Company for aggregate gross proceeds of not less than CDN$5,000,000, conducted by way of a prospectus offering or a non-brokered or brokered private placement of common shares or other equity securities at a fixed issue price per common share (or per unit share component). For clarity, a Material Financing excludes government incentive programs, the exercise of outstanding convertible securities, shares for debt transactions, and transactions not primarily undertaken to raise cash. Upon completion of a Material Financing meeting the foregoing criteria, the Debentures will automatically convert into Units at a Conversion Price equal to the issue price per common share or Other Equity Securities in such Material Financing, provided that in no event will the Conversion Price be reduced below CDN$0.12. The exercise price of the Warrants is not subject to adjustment. The Debentures and the terms thereof are subject to TSX Venture Exchange (the “TSXV“) acceptance. If no Material Financing occurs within six months of the issuance of the Debentures, the Conversion Price will no longer be subject to the Upward Adjustment Event, and the Debentures will be convertible by the holder at any time prior to the Maturity Date into Units at a price of CDN$0.12.

ValOre intends to use the net proceeds of the Offering for exploration on ValOre’s 100% owned Pedra Branca Platinum Group Elements Project in northeastern Brazil, for evaluation of potential acquisitions in Brazil, general working capital and corporate purposes.

The closing of the Offering is subject to the receipt of all necessary regulatory approvals, including the approval of the TSXV. All securities issued pursuant to the Offering will be subject to a four-month hold period in accordance with applicable Canadian securities laws. There are no material facts or material changes regarding the Company that have not been generally disclosed.

An officer and director of the Company (the “Purchaser“) intends to be the sole participant in the Offering. Participation by the insider in the Offering constitutes a “related party transaction” subject to the requirements of TSXV Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Company expects to rely upon exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that neither the fair market value of the Debentures to be issued to the insider, nor the fair market value of the consideration for such Debentures, exceeds 25% of the Company’s market capitalization.

Prior to completion of the Offering the Purchaser intends to sell free-trading common shares to arm’s length parties by way of market crosses at prevailing market prices to raise some or all of the funds to pay the purchase price for the Debentures.

No finder’s fees or commissions are payable in connection with the Offering, including with respect to the related party subscription. The insider participation will not result in the creation of a new “Control Person” (as defined in the policies of the TSXV).

About ValOre Metals Corp.

ValOre Metals Corp. (TSX–V: VO) is a Canadian company with a team aiming to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration and innovation.

ValOre’s Pedra Branca Platinum Group Elements Project comprises 45 exploration licenses covering a total area of 51,096 hectares (126,260 acres) in northeastern Brazil. At Pedra Branca, 7 distinct PGE+Au deposit areas host, in aggregate, a 2022 NI 43-101 inferred resource of 2.198 Moz 2PGE+Au contained in 63.6 Mt grading 1.08 g/t 2PGE+Au. ValOre’s team believes the Pedra Branca project has significant exploration discovery and resource expansion potential. (CLICK HERE to download 2022 technical report* and CLICK HERE for news release dated March 24, 2022).

*The 2022 Technical Report is entitled “Independent Technical Report –Mineral Resource Update on the Pedra Branca PGE Project, Ceará State, Brazil” was prepared as a National Instrument 43-101 Technical Report on behalf of ValOre Metals Corp. with an effective date of March 08, 2022. The 2022 Technical Report by Independent qualified persons, Fábio Valério (P.Geo.) and Porfirio Cabaleiro (P.Eng.), of GE21, commissioned to complete the mineral resource estimate while Chris Kaye of Mine and Quarry Engineering Services Inc. (MQes), was commissioned to review the metallurgical information. The Mineral Resource estimates were prepared in accordance with the CIM Standards, and the CIM Guidelines, using geostatistical, plus economic and mining parameters appropriate to the deposit. Mineral Resources, which are not mineral reserves, do not have demonstrated economic viability, and may be materially affected by environmental, permitting, legal, marketing, and other relevant issues. Mineral Resources are based upon a cut-off grade of 0.4 g/t PGE+Au, correlated to Pd_eq grade of 0.35 g/t, and were limited by an economic pit built in Geovia Whittle 4.3 software and following the geometric and economic parameters as disclosed in the 2022 NI 43-101 Technical Report.

On behalf of the Board of Directors,

“Jim Paterson”

James R. Paterson, Chairman, ValOre Metals Corp.

For further information about ValOre Metals Corp. please visit our website at www.valoremetals.com or contact Investor Relations at [email protected].

ValOre Metals Corp. is a proud member of Discovery Group. For more information please visit: https://www.discoverygroup.ca/

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of applicable securities laws. Forward-looking statements in this press release include, but are not limited to, statements regarding: the intended use of net proceeds of the Offering; the closing of the Offering and the receipt of all necessary regulatory approvals, including the approval of the TSXV; the intention of an officer and director of the Company to be the sole participant in the Offering and to sell free-trading common shares to arm’s length parties by way of market crosses at prevailing market prices to raise some or all of the funds to pay the purchase price for the Debentures; the Company’s expectation to rely upon exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101; the terms of the Debentures, including the maturity date, interest rate, conversion mechanics, and the upward-only adjustment to the Conversion Price upon completion of a Material Financing; the automatic conversion of the Debentures upon a Material Financing; the belief that the Pedra Branca project has significant exploration discovery and resource expansion potential; and that the insider participation will not result in the creation of a new “Control Person”. Forward-looking statements are often, but not always, identified by the use of words such as “intends”, “expects”, “believes”, “will”, “subject to”, “may”, and similar expressions. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings of the Company could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include, but are not limited to: the inability to complete the Offering on the terms announced or at all; the failure to obtain necessary regulatory approvals, including the approval of the TSXV; changes in the Company’s plans regarding the use of proceeds; general economic, market and business conditions; risks related to exploration, development and operations at the Pedra Branca project; the Company’s ability to identify and complete potential acquisitions; changes in applicable securities laws or stock exchange policies; and the other risks and uncertainties described in the Company’s public filings. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

Vancouver, BC, February 05, 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 56.8% ownership interest.

Hatchet entered into agreements (the “Transactions”) with Skyharbour Resources Ltd. (“Skyharbour”), (CLICK HERE for ValOre news release on November 4, 2024), whereby Hatchet could acquire an 80% interest in Skyharbour’s 9,339 hectare (ha) Highway Uranium Property and a 100% interest, subject to a “claw-back” provision for Skyharbour, in Skyharbour’s Genie, Usam and CBX/Shoe Uranium Projects  totalling 66,358 ha, all located peripheral to the Athabasca Basin, in northern Saskatchewan, Canada.

As part of the Transactions, Hatchet was required to raise $1,500,000 in equity from external investors. This financing requirement was completed and now the closing of the Transactions with Skyharbour can proceed expeditiously.

Additionally, as part of the Transactions, Hatchet will make a cash payment of $25,000 and issue 1,452,013 units to Skyharbour and subsequently ValOre will hold an approximate 51.5% equity ownership interest in Hatchet. An announcement will be made upon final closing.

About Hatchet Uranium Corp.

Hatchet Uranium Corp. was incorporated by ValOre on February 7, 2024. Jim Paterson, ValOre’s Chairman and Chief Executive Officer, serves as HUC’s Chief Executive Officer and sole director. HUC’s head and registered office is located at Suite 1020 – 800 West Pender Street, Vancouver, BC V6C 2V6.

About Skyharbour Resources Ltd.

Skyharbour holds an extensive portfolio of uranium exploration projects in Canada's Athabasca Basin and is well positioned to benefit from improving uranium market fundamentals with interest in thirty-six projects covering over 614,000 hectares (over 1.5 million acres) of land. Skyharbour has acquired from Denison Mines, a large strategic shareholder of the Company, a 100% interest in the Moore Uranium Project, which is located 15 kilometres east of Denison's Wheeler River project and 39 kilometres south of Cameco's McArthur River uranium mine. Moore is an advanced-stage uranium exploration property with high-grade uranium mineralization at the Maverick Zone that returned drill results of up to 6.0% U3O8 over 5.9 metres, including 20.8% U3O8 over 1.5 metres at a vertical depth of 265 metres. Adjacent to the Moore Project is the Russell Lake Uranium Project, in which Skyharbour is operator with joint-venture partner Rio Tinto. The project hosts several high-grade uranium drill intercepts over a large property area with robust exploration upside potential. The Company is actively advancing these projects through exploration and drill programs.

Skyharbour also has joint ventures with industry leader Orano Canada Inc., Azincourt Energy, and Thunderbird Resources at the Preston, East Preston, and Hook Lake Projects respectively. The Company also has several active earn-in option partners, including CSE-listed Basin Uranium Corp. at the Mann Lake Uranium Project; TSX-V listed North Shore Uranium at the Falcon Project; UraEx Resources at the South Dufferin and Bolt Projects; Hatchet Uranium at the Highway Project; Mustang Energy at the 914W Project; and TSX-V listed Terra Clean Energy at the South Falcon East Project. In aggregate, Skyharbour has now signed earn-in option agreements with partners that total over $36 million in partner-funded exploration expenditures, over $20 million worth of shares being issued, and $14 million in cash payments coming into Skyharbour, assuming that these partner companies complete their entire earn-ins at the respective projects.

Skyharbour's goal is to maximize shareholder value through new mineral discoveries, committed long-term partnerships, and the advancement of exploration projects in geopolitically favourable jurisdictions.

Skyharbour’s Uranium Project Map in the Athabasca Basin:
https://www.skyharbourltd.com/_resources/images/SKY_SaskProject_Locator_2024-02-14_V2.jpg

To find out more about Skyharbour Resources Ltd. (TSX-V: SYH) visit Skyharbour’s website at www.skyharbourltd.com.

Qualified Person (“QP”)

The technical information in this news release has been prepared in accordance with Canadian regulatory requirements set out in NI 43-101 and reviewed and approved by Thiago Diniz, P.Geo., ValOre’s QP and Vice President of Exploration.

About ValOre Metals Corp.

ValOre Metals Corp. (TSX‐V: VO) is a Canadian company with a team aiming to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration and innovation.

ValOre’s Pedra Branca Platinum Group Elements Project comprises 45 exploration licenses covering a total area of 51,096 hectares (126,260 acres) in northeastern Brazil. At Pedra Branca, 7 distinct PGE+Au deposit areas host, in aggregate, a 2022 NI 43-101 inferred resource of 2.198 Moz 2PGE+Au contained in 63.6 Mt grading 1.08 g/t 2PGE+Au. ValOre’s team believes the Pedra Branca project has significant exploration discovery and resource expansion potential. (CLICK HERE to download 2022 technical report* and CLICK HERE for news release dated March 24, 2022).

*The 2022 Technical Report entitled “Independent Technical Report –Mineral Resource Update on the Pedra Branca PGE Project, Ceará State, Brazil” was prepared as a National Instrument 43-101 Technical Report on behalf of ValOre Metals Corp. with an effective date of March 08, 2022. The 2022 Technical Report by independent qualified persons, Fábio Valério (P.Geo.) and Porfirio Cabaleiro (P.Eng.), of GE21, commissioned to complete the mineral resource estimate while Chris Kaye of Mine and Quarry Engineering Services Inc. (MQes), was commissioned to review the metallurgical information. The Mineral Resource estimates were prepared in accordance with the CIM Standards, and the CIM Guidelines, using geostatistical, plus economic and mining parameters appropriate to the deposit. Mineral Resources, which are not mineral reserves, do not have demonstrated economic viability, and may be materially affected by environmental, permitting, legal, marketing, and other relevant issues. Mineral Resources are based upon a cut-off grade of 0.4 g/t PGE+Au, correlated to Pd_eq grade of 0.35 g/t, and were limited by an economic pit built in Geovia Whittle 4.3 software and following the geometric and economic parameters as disclosed in the 2022 NI 43-101 Technical Report.

On behalf of the Board of Directors,
“Jim Paterson”
James R. Paterson, Chairman and CEO

ValOre Metals Corp.

For further information about ValOre Metals Corp. or this news release, please visit our website at www.valoremetals.com or contact Investor Relations at 604.646.4527, or by email at [email protected].

ValOre Metals Corp. is a proud member of Discovery Group. For more information, please visit: http://www.discoverygroup.ca/

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.

This news release contains “forward-looking statements” within the meaning of applicable securities laws. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the future operations of ValOre and economic factors. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

Not for distribution to United States newswire services or for dissemination in the United States.

Vancouver, B.C. – October 8th, 2024 ValOre Metals Corp. (“ValOre” or the “Company”) (TSX-V: VO; OTCQB: KVLQF; FRANKFURT: KEQ0) today announced the closing of its upsized non-brokered private placement financing which was previously announced in the Company’s press release dated September 19, 2024 and update regarding insider participation on September 25, 2024. ValOre issued 55,220,294 units (the “Units”) at a price of $0.075 per Unit for gross proceeds of $4,141,522.05 (the “Offering”).  All monetary figures in Canadian Dollars.

Each Unit consisted of one common share (a “Share“) in the capital of the Company and one transferable common share purchase warrant (each whole common share purchase warrant, a “Warrant“). Each Warrant is exercisable to acquire one Share at a price of CDN$0.10 per Share for a period of 36 months from the date of issuance subject to an acceleration clause.

If the 20-day volume-weighted average trading price of the Shares as quoted on the TSX-V is equal to or greater than $0.15 at the close of any trading day, then the Company may, at its option, accelerate the expiry date of the Warrants by issuing a press release (a “Warrant Acceleration Press Release”) announcing that the expiry date of the Warrants shall be deemed to be on the 30th day following the issuance of the Warrant Acceleration Press Release (the “Accelerated Expiry Date”). All Warrants that remain unexercised following the Accelerated Expiry Date shall immediately expire and all rights of holders of such Warrants shall be terminated without any compensation to such holder.

ValOre intends to use the net proceeds raised from the Offering for exploration on ValOre’s 100% owned Pedra Branca Platinum Group Elements Project in northeastern Brazil, as well as for general working capital.

Finders’ fees of $1,200 and 16,000 warrants were paid to Haywood Securities Inc, $1,485 and 19,800 warrants were paid to Canaccord Genuity Corp, $6,300 and 84,000 warrants were paid to CIBC, $2,475 and 33,000 warrants were paid to Red Cloud Securities Inc. The finders’ Warrants have the same terms and conditions as the Warrants issued to the subscribers under the Offering, except that they are not transferable.

The closing of the Offering is subject to the receipt of all necessary regulatory approvals, including the acceptance of the TSX Venture Exchange (the “TSX-V”). All securities issued pursuant to the Offering will be subject to a four-month hold period in accordance with applicable Canadian securities laws. 

Certain directors and officers of the Company participated in the Offering and purchased a total of 42,000,000 Units. Upon purchase of these Units, insider participation will be in excess of 25% of the private placement. The issuance of securities to the insiders pursuant to the Offering will be considered to be a "related party transaction" subject to the requirements of TSX-V Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company relied upon exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that amount invested in the Offering by the insiders did not exceed 25% of the Company's market capitalization. The Company did not file a material change report 21 days prior to closing of the Offering, as the insiders' participation had not been confirmed at that time and the Company wished to close the transaction as soon as practicable for sound business reasons.

About ValOre Metals Corp.

ValOre Metals Corp. (TSX‐V: VO) is a Canadian company with a team aiming to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration and innovation.

ValOre’s Pedra Branca Platinum Group Elements Project comprises 45 exploration licenses covering a total area of 51,096 hectares (126,260 acres) in northeastern Brazil. At Pedra Branca, 7 distinct PGE+Au deposit areas host, in aggregate, a 2022 NI 43-101 inferred resource of 2.198 Moz 2PGE+Au contained in 63.6 Mt grading 1.08 g/t 2PGE+Au. ValOre’s team believes the Pedra Branca project has significant exploration discovery and resource expansion potential. (CLICK HERE to download 2022 technical report* and CLICK HERE for news release dated March 24, 2022).

*The 2022 Technical Report is entitled “Independent Technical Report –Mineral Resource Update on the Pedra Branca PGE Project, Ceará State, Brazil” was prepared as a National Instrument 43-101 Technical Report on behalf of ValOre Metals Corp. with an effective date of March 08, 2022. The 2022 Technical Report by Independent qualified persons, Fábio Valério (P.Geo.) and Porfirio Cabaleiro (P.Eng.), of GE21, commissioned to complete the mineral resource estimate while Chris Kaye of Mine and Quarry Engineering Services Inc. (MQes), was commissioned to review the metallurgical information. The Mineral Resource estimates were prepared in accordance with the CIM Standards, and the CIM Guidelines, using geostatistical, plus economic and mining parameters appropriate to the deposit. Mineral Resources, which are not mineral reserves, do not have demonstrated economic viability, and may be materially affected by environmental, permitting, legal, marketing, and other relevant issues. Mineral Resources are based upon a cut-off grade of 0.4 g/t PGE+Au, correlated to Pd_eq grade of 0.35 g/t, and were limited by an economic pit built in Geovia Whittle 4.3 software and following the geometric and economic parameters as disclosed in the 2022 NI 43-101 Technical Report,

On behalf of the Board of Directors,

“Jim Paterson”

James R. Paterson, Chairman and CEO
ValOre Metals Corp.

For further information about ValOre Metals Corp., please visit  www.valoremetals.com or contact Investor Relations by email at [email protected] or by phone at 778-773-9882.

ValOre Metals Corp. is a proud member of Discovery Group. http://www.discoverygroup.ca/

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.

This news release contains “forward-looking statements” within the meaning of applicable securities laws. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the future operations of ValOre and economic factors. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

Not for distribution to United States newswire services or for dissemination in the United States.

Vancouver, B.C. – September 19, 2024 ValOre Metals Corp. (“ValOre” or the “Company”) (TSX-V: VO; OTCQB: KVLQF; FRANKFURT: KEQ0) today announced a non-brokered private placement whereby the Company will issue up to 47,500,000 units (the "Units") at a price of CDN$0.075 per Unit (the “Offering Price”) for total gross proceeds of up to CDN$3,562,500 (the “Offering).

Each Unit will consist of one common share (a “Share“) in the capital of the Company and one non-transferable common share purchase warrant (each whole common share purchase warrant being a “Warrant“). Each Warrant will be exercisable to acquire one Share at a price of CDN$0.10 per Share for a period of 36 months from the date of issuance subject to an acceleration clause.

If the 20-day volume-weighted average trading price of the Shares as quoted on the TSX-V is equal to or greater than $0.15 at the close of any trading day, then the Company may, at its option, accelerate the expiry date of the Warrants by issuing a press release (a “Warrant Acceleration Press Release”) announcing that the expiry date of the Warrants shall be deemed to be on the 30th day following the issuance of the Warrant Acceleration Press Release (the “Accelerated Expiry Date”). All Warrants that remain unexercised following the Accelerated Expiry Date shall immediately expire and all rights of holders of such Warrants shall be terminated without any compensation to such holder.

ValOre intends to use the net proceeds raised from the Offering for exploration on ValOre’s 100% owned Pedra Branca Platinum Group Elements Project in northeastern Brazil, as well as for general working capital.

The Company may pay finder’s fees on a portion of the Offering, subject to compliance with the policies of the TSX Venture Exchange and applicable securities legislation.

The closing of the Offering is subject to the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange. All securities issued pursuant to the Offering will be subject to a four-month hold period in accordance with applicable Canadian securities laws. There are no material facts or material changes regarding the Company that have not been generally disclosed. 

About ValOre Metals Corp.

ValOre Metals Corp. (TSX‐V: VO) is a Canadian company with a team aiming to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration and innovation.

ValOre’s Pedra Branca Platinum Group Elements Project comprises 45 exploration licenses covering a total area of 51,096 hectares (126,260 acres) in northeastern Brazil. At Pedra Branca, 7 distinct PGE+Au deposit areas host, in aggregate, a 2022 NI 43-101 inferred resource of 2.198 Moz 2PGE+Au contained in 63.6 Mt grading 1.08 g/t 2PGE+Au. ValOre’s team believes the Pedra Branca project has significant exploration discovery and resource expansion potential. (CLICK HERE to download 2022 technical report* and CLICK HERE for news release dated March 24, 2022).

*The 2022 Technical Report is entitled “Independent Technical Report –Mineral Resource Update on the Pedra Branca PGE Project, Ceará State, Brazil” was prepared as a National Instrument 43-101 Technical Report on behalf of ValOre Metals Corp. with an effective date of March 08, 2022. The 2022 Technical Report by Independent qualified persons, Fábio Valério (P.Geo.) and Porfirio Cabaleiro (P.Eng.), of GE21, commissioned to complete the mineral resource estimate while Chris Kaye of Mine and Quarry Engineering Services Inc. (MQes), was commissioned to review the metallurgical information. The Mineral Resource estimates were prepared in accordance with the CIM Standards, and the CIM Guidelines, using geostatistical, plus economic and mining parameters appropriate to the deposit. Mineral Resources, which are not mineral reserves, do not have demonstrated economic viability, and may be materially affected by environmental, permitting, legal, marketing, and other relevant issues. Mineral Resources are based upon a cut-off grade of 0.4 g/t PGE+Au, correlated to Pd_eq grade of 0.35 g/t, and were limited by an economic pit built in Geovia Whittle 4.3 software and following the geometric and economic parameters as disclosed in the 2022 NI 43-101 Technical Report,

On behalf of the Board of Directors,

“Jim Paterson”

James R. Paterson, Chairman and CEO
ValOre Metals Corp.

For further information about ValOre Metals Corp., or this news release, please visit our website at www.valoremetals.com or contact Investor Relations at 604.646.4527, or by email at [email protected].

ValOre Metals Corp. is a proud member of Discovery Group. http://www.discoverygroup.ca/

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.

This news release contains “forward-looking statements” within the meaning of applicable securities laws. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the future operations of ValOre and economic factors. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

Vancouver, British Columbia, September 16th, 2024 – ValOre Metals Corp. (“ValOre”; TSX‐V: VO; OTCQB: KVLQF; Frankfurt: KEQ0, “the Company”) today announced that it has engaged the services of ICP Securities Inc. ("ICP") to provide automated market making services, including use of its proprietary algorithm, ICP Premium™, in compliance with the policies and guidelines of the TSX Venture Exchange and other applicable legislation.

ICP will receive a fee of C$7,500 plus applicable taxes per month, payable monthly in advance. The agreement between the Company and ICP is for an Initial Term of four (4) months and shall be automatically renewed for subsequent one (1) month terms (each month called an "Additional Term") unless either party provides at least thirty (30) days written notice prior to the end of the Initial Term or an Additional Term, as applicable. There are no performance factors contained in the agreement and no stock options or other compensation are being granted in connection with the engagement. ICP and its clients may acquire an interest in the securities of the Company in the future.

ICP is an arm's length party to the Company. ICP's market making activity will be primarily to correct temporary imbalances in the supply and demand of the Company's shares. ICP will be responsible for the costs it incurs in buying and selling the Company's shares, and no third party will be providing funds or securities for the market making activities.

ICP Securities Inc.

ICP Securities Inc. (ICP) is a Toronto based CIRO dealer-member that specializes in automated market making and liquidity provision, as well as having a proprietary market making algorithm, ICP Premium™, that enhances liquidity and quote health. Established in 2023, with a focus on market structure, execution, and trading, ICP has leveraged its own proprietary technology to deliver high quality liquidity provision and execution services to a broad array of public issuers and institutional investors.

Qualified Person (“QP”)

The technical information in this news release has been prepared in accordance with Canadian regulatory requirements set out in NI 43-101 and reviewed and approved by Thiago Diniz, P.Geo., ValOre’s QP and Vice President of Exploration.

About ValOre Metals Corp.

ValOre Metals Corp. (TSX‐V: VO) is a Canadian company with a team aiming to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration and innovation.

ValOre’s Pedra Branca Platinum Group Elements Project comprises 45 exploration licenses covering a total area of 51,096 hectares (126,260 acres) in northeastern Brazil. At Pedra Branca, 7 distinct PGE+Au deposit areas host, in aggregate, a 2022 NI 43-101 inferred resource of 2.198 Moz 2PGE+Au contained in 63.6 Mt grading 1.08 g/t 2PGE+Au. ValOre’s team believes the Pedra Branca project has significant exploration discovery and resource expansion potential. (CLICK HERE to download 2022 technical report* and CLICK HERE for news release dated March 24, 2022).

*The 2022 Technical Report is entitled “Independent Technical Report –Mineral Resource Update on the Pedra Branca PGE Project, Ceará State, Brazil” was prepared as a National Instrument 43-101 Technical Report on behalf of ValOre Metals Corp. with an effective date of March 08, 2022. The 2022 Technical Report by Independent qualified persons, Fábio Valério (P.Geo.) and Porfirio Cabaleiro (P.Eng.), of GE21, commissioned to complete the mineral resource estimate while Chris Kaye of Mine and Quarry Engineering Services Inc. (MQes), was commissioned to review the metallurgical information. The Mineral Resource estimates were prepared in accordance with the CIM Standards, and the CIM Guidelines, using geostatistical, plus economic and mining parameters appropriate to the deposit. Mineral Resources, which are not mineral reserves, do not have demonstrated economic viability, and may be materially affected by environmental, permitting, legal, marketing, and other relevant issues. Mineral Resources are based upon a cut-off grade of 0.4 g/t PGE+Au, correlated to Pd_eq grade of 0.35 g/t, and were limited by an economic pit built in Geovia Whittle 4.3 software and following the geometric and economic parameters as disclosed in the 2022 NI 43-101 Technical Report,

On behalf of the Board of Directors,

“Jim Paterson”

James R. Paterson, Chairman and CEO

ValOre Metals Corp.

For further information about ValOre Metals Corp., or this news release, please visit our website at www.valoremetals.com or contact Investor Relations at 604.646.4527, or by email at [email protected].

ValOre Metals Corp. is a proud member of Discovery Group. For more information please visit: http://www.discoverygroup.ca/

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.

This news release contains “forward-looking statements” within the meaning of applicable securities laws. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the future operations of ValOre and economic factors. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

Vancouver, British Columbia, June 30, 2023 – ValOre Metals Corp. (“ValOre”; TSX‐V: VO; OTCQB: KVLQF; Frankfurt: KEQ0, “the Company”) today announced an update to its previously announced option and warrant re-pricing following the successful disposition of its Angilak Property on June 19, 2023.

The TSV Venture Exchange (the “TSXV”) has confirmed that it will accept for filing, subject to satisfaction of its policies, a repricing of ValOre’s convertible securities so as to reflect the new value of ValOre’s equity after completion of its disposition of the Angilak Property, with the exercise price of such securities being adjusted to equal the volume weighted average trading price of the common shares of ValOre on the TSXV from June 21, 2023, to June 29, 2023, being $0.10 (i.e. $0.0987). The new exercise price for both options and warrants will be $0.10.

The repricing is with respect to 11,700,000 stock options and 22,069,166 warrants, with 9,166,666 of such warrants having an exercise price of $0.65 expiring November 17, 2023; 3,720,000 warrants with an exercise price of $0.60 expiring August 30, 2024; and the 9,182,500 warrants with an exercise price of $0.30 expiring April 21, 2025.

The re-pricing of the options and warrants remains subject to TSXV approval and, as applicable, (i) entering into warrant amendment agreements with the warrant holders, or with respect to those 9,166,666 warrants governed by a warrant indenture dated November 17, 2021, the approval of a supplemental warrant indenture at a meeting of the warrant holders to be called by ValOre.

Certain options and warrants are held by insiders and related parties, and as such, would constitute a related party transaction as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). However, such actions are exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the options and / or warrants, exceeds 25 per cent of the ValOre’s market capitalization.

About ValOre Metals Corp.

ValOre Metals Corp. (TSX‐V: VO) is a Canadian company with a team aiming to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration and innovation.

ValOre’s Pedra Branca Platinum Group Elements Project comprises 52 exploration licenses covering a total area of 56,852 hectares (140,484 acres) in northeastern Brazil. At Pedra Branca, 7 distinct PGE+Au deposit areas host, in aggregate, a 2022 NI 43-101 inferred resource of 2.198 Moz 2PGE+Au contained in 63.6 Mt grading 1.08 g/t 2PGE+Au (CLICK HERE for news release dated March 24, 2022). ValOre’s team believes the Pedra Branca project has significant exploration discovery and resource expansion potential.

On behalf of the Board of Directors,

“Jim Paterson”

James R. Paterson, Chairman and CEO

ValOre Metals Corp.

For further information about ValOre Metals Corp., or this news release, please visit our website at www.valoremetals.com or contact Investor Relations at [email protected].

ValOre Metals Corp. is a proud member of Discovery Group. For more information please visit: http://www.discoverygroup.ca/

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.

This news release contains “forward-looking statements” within the meaning of applicable securities laws. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the future operations of ValOre and economic factors. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

Not for distribution to United States newswire services or for dissemination in the United States.

Vancouver, British Columbia, April 21, 2023 – ValOre Metals Corporation (“ValOre”) (TSX-V: VO) today announced the closing of a second and final tranche of the previously announced non-brokered private placement (the “Offering”) (See ValOre news release of April 05, 2023). The second tranche consisted of 3,775,000 units (the “Units”) at a price of $0.20 per Unit for gross proceeds of $755,000. Each Unit consists of one common share (“Share”) and one-half of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Warrant will be exercisable into one Share for C$0.30 per Share for a period of two years expiring April 21, 2025. The aggregate of the first and second tranche consisted of 18,365,000 Units at a price of $0.20 per unit for total gross proceeds of $3,673,000.

ValOre intends to use the net proceeds of the Offering to conduct mineral exploration at ValOre’s 100% owned Pedra Branca Platinum Group Elements (“PGE”) project in Brazil and for general working capital purposes.

All securities issued pursuant to the Offering are subject to TSX Venture Exchange and securities regulatory legends expiring on August 22, 2023.

Due to additional interest in this Offering from the investment community, ValOre paid finders fees of $9,000 in cash and 45,000 warrants, being equal to 6% of the gross proceeds from the sale of Units to the subscribers arranged by such Finders. The finders warrants have the same terms and conditions as the Warrants issued to the subscribers under the Offering.

Certain insiders of ValOre acquired Units in the Offering. Any participation by insiders in the Offering constitutes a "related party transaction" as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). However, the Company expects such insider participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the Units subscribed for by the insiders, nor the consideration for the Units paid by such insiders, would not exceed 25% of the Company's market capitalization. There are no material facts or material changes regarding ValOre that have not been generally disclosed.

Options & Warrants Repricing

As previously announced on April 12, 2023, the Company has applied to the TSV Venture Exchange for the repricing of its convertible securities so as to reflect the new value of ValOre’s equity after completion of its disposition of the Angilak Property. Specifically, the Company is seeking to reprice the exercise price of its 11,550,000 options and 25,789,166 warrants to equal the ten (10) day volume-weighted average price of the Company’s common shares on the TSX Venture Exchange commencing on the first full trading day after the closing of the disposition of the Angilak Property.

The warrants proposed for repricing are: 9,166,666 warrants with an exercise price of $0.65 expiring November 17, 2023; 7,440,000 warrants with an exercise price of $0.60 expiring August 30, 2024; and the 9,182,500 Warrants issued pursuant to the Offering.

About ValOre

ValOre Metals Corp. (TSX‐V: VO) is a Canadian company with a portfolio of high‐quality exploration projects. ValOre’s team aims to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration, process improvement, and innovation.

On behalf of the Board of Directors,

“Jim Paterson”

James R. Paterson, Chairman and CEO

ValOre Metals Corp.

For further information about, ValOre Metals Corp. or this news release, please visit our website at www.valoremetals.com or contact Investor Relations toll free at 1.888.331.2269, at 604.653.9464, or by email at [email protected].

ValOre Metals Corp. is a proud member of Discovery Group. For more information please visit: discoverygroup.ca

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.

Cautionary Statement Regarding Forward-Looking Information

This news release contains “forward-looking statements” within the meaning of applicable securities laws. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the future operations of ValOre and economic factors. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

Vancouver, B.C. ValOre Metals Corp. (“ValOre”; TSX‐V: VO; OTCQB: KVLQF; Frankfurt: KEQ0, “the Company”) today announced the filing a technical report, in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects ("NI 43-101"), for the Company's Angilak Property (“Angilak”), titled "NI 43-101 Technical Report for the Angilak Property, Kivalliq Region, Nunavut, Canada" (the "Technical Report") and dated March 31, 2023 (with an effective date of March 1, 2023).

The Technical Report was prepared and compiled for ValOre Metals Corp. and Labrador Uranium by independent representatives of APEX Geoscience Ltd., Michael B. Dufresne, and Philo Schoeman, each of whom is a "qualified person" (within the meaning of NI 43-101). The Technical Report supersedes the prior technical report on the Project dated March 1, 2013, and was completed as a part of the March 14, 2023 Definitive Agreement to sell 100% interest in Angilak to Labrador Uranium. CLICK HERE for ValOre’s news release dated March 14, 2023.

The Technical Report can be found on SEDAR (www.sedar.com).

Option and Warrant Repricing

ValOre has submitted an application for TSX Venture Exchange approval for the repricing of 11,550,000 options and 11,700,000 warrants granted and up to 8,750,000 warrants to be issued upon closing of the current ValOre private placement. See schedule of the proposed number of options and warrants and respective exercise prices and expiration dates below.

Options proposed for repricing

Number of Options Current Exercise Price Expiry Date
3,525,000 $0.25 September 6, 2024
1,425,000 $0.30 August 10, 2023
6,600,000 $0.45 December 9, 2024

Warrants proposed for repricing

Number of Warrants Current Exercise Price Expiry Date
3,525,000 $0.25 September 6, 2024
1,575,000 $0.30 August 10, 2023
6,600,000 $0.45 December 9, 2024
8,750,000 $0.30 Will be dated upon close of current private placement

The repricing of the options and warrants would only be completed subsequent to the closing of ValOre’s previously announced disposition of the Angilak Property to Labrador Uranium Inc. (CSE: LUR). In order to reflect the new value of ValOre’s equity after completion of the transaction, the Company intends to re-price the exercise price of the options and warrants to equal the ten (10) day volume-weighted average price of the Company’s common shares on the TSX-V commencing on the first full trading day after the closing of the disposition of Angilak.

The Company intends to seek the requisite disinterested shareholder approval for the option and warrant repricing required under Exchange policies at its upcoming shareholder meeting to be held on May 12, 2023. There is no assurance that ValOre will receive Exchange and / or disinterested shareholder approval to reprice the options and warrants. Certain options and warrants are held by insiders and related parties, and as such, would constitute a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. However, such actions are exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the options and / or warrants, exceeds 25 per cent of the company's market capitalization.

About ValOre Metals Corp.

ValOre Metals Corp. (TSX‐V: VO) is a Canadian company with a portfolio of high‐quality exploration projects. ValOre’s team aims to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration, process improvement, and innovation.

The Pedra Branca Platinum Group Elements (PGE) Project comprises 52 exploration licenses covering a total area of 56,852 hectares (140,484 acres) in northeastern Brazil. At Pedra Branca, 7 distinct PGE+Au deposit areas host, in aggregate, a 2022 NI 43-101 inferred resource of 2.198 Moz 2PGE+Au contained in 63.6 Mt grading 1.08 g/t 2PGE+Au (CLICK HERE for news release dated March 24, 2022). All the currently known Pedra Branca inferred PGE resources are potentially open pittable.

On behalf of the Board of Directors,

“Jim Paterson”
James R. Paterson, Chairman and CEO

ValOre Metals Corp.

For further information about ValOre Metals Corp., or this news release, please visit our website at www.valoremetals.com or contact Investor Relations at 604.653.9464, or by email at [email protected].

ValOre Metals Corp. is a proud member of Discovery Group. For more information please visit: http://www.discoverygroup.ca/

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.

This news release contains “forward-looking statements” within the meaning of applicable securities laws. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the future operations of ValOre and economic factors. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Vancouver, British Columbia – April 10, 2023 — ValOre Metals Corp. (“ValOre”; TSX‐V: VO; OTCQB: KVLQF; Frankfurt: KEQ0, the “Company”) today announced the closing of a first tranche, in the amount of $2.918 million for 14,590,000 Units, of the previously announced (See ValOre news on April 5, 2023) non-brokered private placement (the "Offering") of up to 17,500,000 (the "Units") at a price of CDN$0.20 per Unit for gross proceeds of up to CAD$3,500,000.

Each Unit consists of one common share in the capital of the Company (a “Share”) and one-half of one non-transferable common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each whole Warrant is exercisable to acquire one Share at an exercise price of CDN$0.30 per Share for a period of 24 months from the date of issuance.

With the Closing of this tranche of the Offering, ValOre’s Chairman & CEO, James Paterson has acquired 14,590,000 Units in the Offering and an aggregate shareholding of 31,296,333 (18.59%). Mr. Paterson shall not be entitled to exercise any Warrants of ValOre if this exercise would cause his aggregate shareholdings to exceed 20% of the Company’s outstanding voting securities following the exercise of such Warrants, unless the shareholders of the Company have approved of Mr. Paterson becoming a Control Person (as defined in the policies of the TSX Venture Exchange).

Participation of Mr. Paterson in the Offering would constitute a "related party transaction" as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). However, such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the Units subscribed for, nor the consideration paid for the Units, exceeds 25% of the Company's market capitalization.

No finder’s fees are payable on the Offering.

Closing of the Offering is subject to approval of the final acceptance of the TSX Venture Exchange.

The securities issued under the Offering, and any Shares that may be issuable on exercise of any such securities, will be subject to a statutory hold period expiring four months and one day from the date of issuance of such securities.

About ValOre

ValOre Metals Corp. (TSX‐V: VO) is a Canadian company with a portfolio of high‐quality exploration projects. ValOre’s team aims to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration, process improvement, and innovation.

The Pedra Branca Platinum Group Elements (PGE) Project comprises 52 exploration licenses covering a total area of 56,852 hectares (140,484 acres) in northeastern Brazil. At Pedra Branca, 7 distinct PGE+Au deposit areas host, in aggregate, a 2022 NI 43-101 inferred resource of 2.198 Moz 2PGE+Au contained in 63.6 Mt grading 1.08 g/t 2PGE+Au (CLICK HERE for news release dated March 24, 2022). All the currently known Pedra Branca inferred PGE resources are potentially open pittable.

ValOre’s Angilak Property in Nunavut Territory, Canada, hosts the Lac 50 Trend – a 2013 NI 43-101 inferred resource of 2,831,000 tonnes grading 0.69% U3O8, totaling 43.3 million pounds U3O8. For disclosure related to the inferred resource for the Lac 50 Trend uranium deposits, please CLICK HERE for ValOre's news release dated March 1, 2013.

On behalf of the Board of Directors,

“Jim Paterson”
James R. Paterson, Chairman and CEO

ValOre Metals Corp.

For further information about ValOre Metals Corp., or this news release, please visit our website at www.valoremetals.com or contact Investor Relations at 604.653.9464, or by email at [email protected].

ValOre Metals Corp. is a proud member of Discovery Group. For more information please visit: http://www.discoverygroup.ca/

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.

This news release contains “forward-looking statements” within the meaning of applicable securities laws. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include: the Offering may not close on the terms and timing currently anticipated, or at all; the Offering (including use of proceeds) may not receive approval of the TSX Venture Exchange on the terms currently contemplated, or at all; the future operations of ValOre and economic factors. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.