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Vancouver, BC, February 10, 2025 — ValOre Metals Corp. (“ValOre”; TSXV: 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 releases dated November 4th, 2024, and February 5th,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, northern 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 Properties 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% premium 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 3rd 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 Properties 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 Securities 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 overburden 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 samples 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 psammopelitic 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 Project 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.

Figure 4: CBX/Shoe Property Location Map

About Hatchet Uranium Corp.

Hatchet Uranium Corp. was incorporated by ValOre on February 7, 2024 and now holds a commanding land position, comprising 97,674 hectares, in the Eastern Athabasca Region of Saskatchewan.

About Skyharbour Resources Ltd.

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. (TSXV: 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.

Vancouver, BC, February 05, 2025 — ValOre Metals Corp. (“ValOre”; TSXV: 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. (TSXV: 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.

Vancouver, British Columbia, November 04, 2024 – ValOre Metals Corp. (“ValOre”; TSXV: VO; OTCQB: KVLQF; Frankfurt: KEQ0) today provided an update on developments concerning Hatchet Uranium Corp. (“HUC”), in which ValOre currently holds a 67.5% ownership interest (CLICK HERE for ValOre news release on May 29, 2024, for HUC incorporation transaction details)

Hatchet Uranium Corp has entered into agreements with Skyharbour Resources Ltd. (“Skyharbour”), whereby HUC may acquire an 80% interest in Skyharbour’s 9,339 ha Highway Uranium Property (the “Optioned Highway Property”) 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 peripheral to the Athabasca Basin, in northern Saskatchewan, Canada.

Jim Paterson, Chairman and CEO of ValOre commented: “With this transaction, ValOre shareholders gain growing exposure to the exciting Canadian uranium exploration sector through ValOre’s 67.5% ownership interest in Hatchet Uranium Corp. (“HUC”). We are excited that HUC has formed a partnership with Skyharbour Resources Ltd., a recognized leader in Canadian uranium exploration, and HUC has strong support from the Canadian investment community to advance a growing portfolio of projects in one of the best places in the world to conduct mineral exploration.”

HUC and Skyharbour Properties Summary table

Company Project Option /
Purchase
Claims Hectare
Hatchet Uranium Corp. Hatchet Lake   6 13,711
         
Skyharbour Resources Ltd. Usam Purchase 12 40,041
Skyharbour Resources Ltd. CBX Purchase 7 8,777
Skyharbour Resources Ltd. Shoe Purchase 1 609
Skyharbour Resources Ltd. Genie Purchase 5 16,930
Skyharbour Resources Ltd. Highway Option 4 9,339
         
Total     35 89,407


Figure 1: Location Map of Hatchet Lake and Skyharbour’s optioned and purchased properties

Terms of the Optioned Highway Property

HUC may acquire an 80% interest in the Highway Property by (i) issuing common shares in the capital of HUC (“Shares”) having an aggregate value of CAD $1,050,000; (ii) making cash payments totaling CAD $245,000; and (iii) incurring an aggregate of CAD $2,050,000 in exploration expenditures 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 the Shares is based on the twenty (20) day volume-weighted average price on either the TSX Venture Exchange or the Canadian Securities Exchange if HUC shall list its Shares for trading, being the (“Deemed Price”) or the last sale price, if not listed on a stock exchange at the time of issuance.

If the issuance of Shares result in Skyharbour holding 10% or more of the outstanding common shares of HUC, HUC will only issue that number of Shares that would result in Skyharbour receiving 9.9% of the post-issuance issued and outstanding HUC share capital and HUC will pay cash in lieu for Shares not issued.

The obligations of HUC under the option agreement are subject to the following conditions (i) HUC completing a financing for minimum gross proceeds of $1,500,000, (ii) the sale of the Genie, Usam and CBX/Shoe Uranium Projects by Skyharbour to HUC, and (iii) HUC having listed the HUC Shares on the TSX Venture Exchange or the Canadian Securities Exchange or having sold its interest to or combined with a similarly listed issuer. 

Skyharbour shall retain a 2% net smelter returns royalty from minerals mined and removed from the Highway Property, of which HUC may purchase one-half, being 1%, at any time for CAD$1,000,000.

Highway Property Summary

The Highway Property comprises four (4) mineral claims covering approximately 9,339 hectares located approximately 41 km south of Cameco Corporation’s formerly-producing Rabbit Lake Mine and 11 km southwest of Uranium Energy Corp.’s West Bear U and Co-Ni Deposits. Highway 905 transects the property, providing excellent access for exploration.

There has been limited recent exploration carried out on the project but there is the potential for high-grade basement-hosted uranium mineralization. The Highway Property 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 covers a northeast trending antiformal fold nose. The Highway Property is located approximately 7 km east of the present-day margin of the Athabasca Basin but the area is believed to have been covered by Athabasca sandstone in the past.  


Figure 2: Highway Property Location Map

Terms of the Purchased Properties

The Purchased Properties comprise twenty-five (25) mineral claims covering approximately 66,358 hectares. HUC may acquire 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 HUC (“HUC Units”) equal to 9.9% of the issued and outstanding Shares immediately following issuance. Each HUC 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% premium 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 3rd anniversary of the Closing Date, Skyharbour may elect by written notice to HUC of its intention to purchase back a twenty-five percent (25%) interest in the Purchased Property 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 HUC had spent during the term that is three years from the Closing Date in exploration expenditures on the Purchased Property. If HUC has not incurred any exploration expenditures during the three years following the closing date, then Skyharbour shall automatically receive the 25% interest in the Property.

The obligation of HUC to acquire the Purchased Properties is subject to the following conditions (i) HUC completing a financing for minimum gross proceeds of $1,500,000, (ii) the closing of the Option of the Highway Uranium Property from Skyharbour to HUC, and (iii) HUC having listed the HUC Shares on the TSX Venture Exchange or the Canadian Securities Exchange or having sold its interest to or combined with a similarly listed issuer. If the conditions listed in items (i) and (iii) above are not completed within 18 months, HUC’s right to acquire the Purchased Property will terminate. If, after 12 months, the conditions listed in items (i) and (iii) above are not satisfied, HUC 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.

Skyharbour shall also retain a 2% net smelter returns royalty from minerals mined and removed from the Purchased Property, of which HUC may purchase one-half, being 1%, at any time for $2,000,000.

Genie Property Summary

The Genie property consists of five claims totalling 16,930 ha, located approximately 48 km northeast of Cameco’s formerly-producing Eagle Point Uranium Mine (Rabbit Lake Operation) and 40 km north of Wollaston Lake Post. The project is underlain by Wollaston Supergroup 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 and unconformity-related 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 overburden 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 samples also collected at Genie during the 2014 exploration program, contained up to 63.3 ppm U, further showcasing the prospectivity of the property.


Figure 3: Genie Property Location Map

Usam Property Summary

The Usam Project consists of twelve claims totalling 40,041 ha 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 psammopelitic 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 Project further southwest in the Wollaston Domain.


Figure 4 – 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.


Figure 5: CBX/Shoe Property Location Map

Quality Assurance/Quality Control (“QA/QC”)

CLICK HERE for a summary of ValOre’s policies and procedures related to QA/QC and grade interval reporting.

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 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 twenty-nine projects, ten of which are drill-ready, covering over 580,000 hectares (over 1.4 million acres) of land. Skyharbour has acquired from Denison Mines, a large strategic shareholder of Skyharbour, 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 (see news release dated February 27th, 2017, titled: “Skyharbour Intersects 20.8% U3O8 over 1.5 Metres in First Drill Hole at Maverick Zone and Discovers New High-Grade Uranium Lens on Moore Lake Uranium Project”). Adjacent to the Moore Project is the Russell Lake Uranium Project, in which Skyharbour is an operator with joint-venture partner RTEC. The project hosts several high-grade uranium drill intercepts over a large property area with robust exploration upside potential. Skyharbour 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 (previously Valor) at the Preston, East Preston, and Hook Lake Projects respectively. Skyharbour also has several active earn-in option partners, including CSE-listed Basin Uranium Corp. at the Mann Lake Uranium Project; CSE-listed Medaro Mining Corp. at the Yurchison 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 and TSX-V listed Terra Clean Energy (previously Tisdale) at the South Falcon East Project which hosts the Fraser Lakes Zone B uranium and thorium deposit. In aggregate, Skyharbour has now signed earn-in option agreements with partners that total over $40 million in partner-funded exploration expenditures, over $30 million worth of shares being issued, and over $21 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.

About ValOre Metals Corp.

ValOre Metals Corp. (TSXV: 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 20, 2023 – ValOre Metals Corp. (“ValOre”; TSXV: VO; OTCQB: KVLQF; Frankfurt: KEQ0, “ValOre” or the “Company”) today announced that effective June 19, 2023, the sale of its Angilak Property in Nunavut Territory, Canada, to Labrador Uranium Inc. (the “Transaction”, as previously announced in ValOre’s news releases on March 14, 2023 and June 13, 2023) has closed.

ValOre has received the $3,000,000 cash consideration for the Transaction and the 100,000,000 common shares of Labrador Uranium Inc. (the “Labrador Shares”) issued to ValOre pursuant to the Transaction will now be distributed (the “Labrador Share Distribution”) to the shareholders of ValOre, pro rata, as a return of capital. Labrador Uranium Inc. is listed on the Canadian Securities Exchange (trading symbol LUR) and the Labrador Shares will be subject to a hold period expiring on August 6, 2023.

Jim Paterson, ValOre’s Chairman & CEO stated, “With the closing of the Angilak Property transaction, ValOre’s team can now focus on advancing its 100% owned Pedra Branca Platinum Group Elements project in Brazil while our shareholders gain share ownership in a well-financed, pure-play uranium exploration company that is led by a board of directors with an enviable track record in the uranium sector.”

About ValOre

ValOre Metals Corp. (TSXV: 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

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. 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 13, 2023 – ValOre Metals Corp. TSXV: VO; OTCQB: KVLQF; Frankfurt: KEQ0, (“ValOre” or the “Company”) today announced that all required regulatory, shareholder and court approvals for the sale of ValOre’s Angilak Property in Nunavut Territory to Labrador Uranium Inc. (the “Transaction”, as noted in ValOre’s news release on May 23, 2023), have been received and the closing of the Transaction is anticipated to occur on June 19, 2023.

Upon closing of the Transaction, the 100,000,000 common shares of Labrador Uranium Inc. (the “Labrador Shares”) issued to ValOre as part of the consideration for the Transaction will be distributed (the “Labrador Share Distribution”) as a return of captial, pro rata, to the shareholders of ValOre as of a June 19, 2023 record date. It is expected that the holder of each ValOre common share would receive approximately 0.575 common shares of Labrador pursuant to the Labrador Share Distribution, with any such fractional shares being rounded down to the nearest whole number. As disclosed in ValOre’s news release dated March 14, 2023, the Labrador Shares will be subject to a hold period expiring on August 6, 2023.

The Due Bill Period will run from June 16, 2023 to June 20, 2023, inclusively, such that trades of common shares of ValOre that are executed up until market close on June 20, 2023 will be identified to ensure purchasers receive the Labrador Share Distribution. Trades of common shares of ValOre on or after June 21, 2023 will not be entitled to participate in the Labrador Share Distribution.

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 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.

Forward Looking Information

Certain statements and information herein contain forward-looking statements and forward-looking information (collectively, “forward-looking statements”) within the meaning of applicable securities laws. Such forward-looking statements include but are not limited to statements or information with respect to: the closing of the Transaction.

Although management of the Company believe that the assumptions made and the expectations represented by such forward-looking statements are reasonable, there can be no assurance that forward-looking statements will prove to be accurate. Forward-looking statements by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These factors include, but are not limited to: the Transaction may not close on the terms currently conemplated, or at all; changes in general economic conditions or conditions in the financial markets; and risks related to general economic conditions.

The Company does not undertake to update any forward-looking information, except in accordance with applicable laws.

Vancouver, British Columbia, May 23, 2023 – ValOre Metals Corp. TSXV: VO; OTCQB: KVLQF; Frankfurt: KEQ0, (“ValOre” or the “Company”) today provided an update on the sale of Valore’s interest in the Angilak Property uranium project in Nunavut Territory to Labrador Uranium Inc. (the “Transaction”). Further to ValOre’s news release on May 15, 2023 announcing that ValOre’s shareholders have overwhelmingly approved the Transaction, ValOre also reported  that on May 17, 2023 the Company received the final approval of the Supreme Court of British Columbia for the Transaction.

The Transaction is anticipated to close in the coming weeks, and ValOre will announce the precise closing date of the Transaction via news release (the “Closing Date News Release”) at least 5 trading days in advance of closing the Transaction.

Upon closing of the Transaction, the 100,000,000 common shares of Labrador issued to ValOre as part of the consideration for the Angilak Property will be distributed (the “Labrador Share Distribution”) as a return of captial, pro rata, to the shareholders of ValOre who hold ValOre shares on the record date determined for such distribution (the “Distribution Record Date”), currently anticipated to be on or around the closing date. As disclosed in ValOre’s news release of March 13, 2023, the common shares of Labrador issued as consideration for the Angilak Property to be distributed to Valore shareholders will be subject to a hold period expiring on August 6, 2023.

For additional clarity, the precise date of the Distribution Record Date will be announced in the Closing Date News Release. The Closing Date News Release will also advise of the date upon which ValOre shares purchased in the market will no longer qualify to receive the Labrador Share Distribution. 

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 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.

Forward Looking Information

Certain statements and information herein contain forward-looking statements and forward-looking information (collectively, “forward-looking statements”) within the meaning of applicable securities laws. Such forward-looking statements include but are not limited to statements or information with respect to: the closing of the Transaction.

Although management of the Company believe that the assumptions made and the expectations represented by such forward-looking statements are reasonable, there can be no assurance that forward-looking statements will prove to be accurate. Forward-looking statements by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These factors include, but are not limited to: the Transaction may not close on the terms currently conemplated, or at all; changes in general economic conditions or conditions in the financial markets; and risks related to general economic conditions.

The Company does not undertake to update any forward-looking information, except in accordance with applicable laws.

Vancouver, British Columbia, May 9th, 2023 – ValOre Metals Corp. TSXV: VO; OTCQB: KVLQF; Frankfurt: KEQ0, (“ValOre” or the “Company”).  Further to ValOre’s news release on March 14, 2023, ValOre reminds its shareholders to deposit their proxies and/or voting instruction forms in connection with the upcoming annual and special meeting of ValOre shareholders (the “Meeting”) scheduled to take place on May 12, 2023 to approve, inter alia, the proposed plan of arrangement under the provisions of the Business Corporations Act (British Columbia) whereby ValOre will sell its interest in the Angilak Property uranium project in Nunavut Territory to Labrador Uranium Inc. (the “Transaction”). In order for ValOre shareholder votes to be counted, proxies submitted must be received by 10:00 am, Pacific Time, on Wednesday, May 10, 2023. Additional information regarding the matters to be considered at the Meeting and the Transaction are described in the notice of annual and special meeting and management information circular in respect of the Meeting, each  dated April 13, 2023 (the “Information  Circular”) that was mailed to shareholders of record as of April 10, 2023 and available under ValOre’s profile at www.sedar.com.

The Company also announced that in connection with the financial advisory services provided to the Company by Canaccord Genuity Corp. (“Canaccord”) in connection with the Transaction, the Company has agreed, subject to the approval of the TSX Venture Exchange, to settle a portion of the fees payable to Canaccord by issuance of 1,793,900 shares of the Company at a price of $0.2231 per Company share. Shares issued to Canaccord are subject to a hold period of four months plus one day from the date of issuance. Further details of Canaccord’s engagement can be found in the Information Circular.

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.

Forward Looking Information

Certain statements and information herein contain forward-looking statements and forward-looking information (collectively, “forward-looking statements”) within the meaning of applicable securities laws. Such forward-looking statements include but are not limited to statements or information with respect to: the proposed Transaction.

Although management of the Company believe that the assumptions made and the expectations represented by such forward-looking statements are reasonable, there can be no assurance that forward-looking statements will prove to be accurate. Forward-looking statements by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These factors include, but are not limited to: the Transaction may not close on the terms currently conemplated, or at all; risks relating to the receipt of all requisite approvals for the proposed Transaction; changes in general economic conditions or conditions in the financial markets; and risks related to general economic conditions.

The Company does not undertake to update any forward-looking information, except in accordance with applicable laws.

Vancouver, British Columbia, March 14, 2023 – ValOre Metals Corp. TSX‐V: VO; OTCQB: KVLQF; Frankfurt: KEQ0, (“ValOre” or the “Company”) today announced that it has entered into a definitive agreement (the “Definitive Agreement”) with Labrador Uranium Inc. (“Labrador”) whereby ValOre has agreed to sell to Labrador (the “Transaction”) a 100% interest in ValOre’s Angilak Property uranium project in Nunavut Territory (the “Angilak Property”) for consideration comprised of: (i) CDN$3,000,000 in cash, and (ii) 100,000,000 common shares of Labrador, which shares represent a value of CDN$40,000,000, calculated using the volume weighted average price of the Labrador common shares for the 10-day period immediately prior to entering into the aforementioned Definitive Agreement. It is intended that the Transaction be completed by way of plan of arrangement (the “Arrangement”) under the provisions of the Business Corporations Act (British Columbia). The 100,000,000 common shares of Labrador issued to ValOre as consideration for the Angilak Property will be distributed, pro rata, to the shareholders of ValOre at closing of the Transaction, as a return of capital. 

As a condition to closing of the Transaction, Labrador will complete a subscription receipt financing (the (“Labrador Financing”) on a “bought deal basis” of a combination of flow through funds (at between CDN$0.42 and CDN$0.525 per subscription receipt) and non flow through funds (at CDN$0.35 per subscription receipt) for gross proceeds of not less than CDN$12 million, with a minimum of CDN$4 million of such funds being raised on a non flow through basis. Upon closing of the Transaction, the subscription receipts will convert to units of Labrador. In the case of flow through funds, the units will consist of a one common share and a one-half of a common share purchase warrant exercisable at CDN$0.50 for a period of three years and in the case of non flow through funds, the units will consist of a one common share and a one full three year common share purchase warrant exercisable at CDN$0.50 per share for a period of three years. All securities of Labrador issued pursuant to the Labrador Financing will have a statutory hold period of four (4) months plus one day from the date of issuance of the subscription receipts. The common shares of Labrador issued as consideration for the Angilak Property to be distributed to ValOre shareholders will be subject to a hold period expiring on the same date as the shares of Labrador issued upon conversion of the subscription receipts.

Completion of the Transaction is subject to a number of conditions, including but not limited to: (i) the approval of all regulatory bodies having jurisdiction in connection with the Transaction (including approval of the TSX Venture Exchange and the Canadian Securities Exchange); (ii) completion of the Labrador Financing; (iii) approval of not less than 2/3 of shareholders of ValOre to be voted at a special meeting of ValOre shareholders; (iv) receipt of interim and final orders of the Supreme Court of British Columbia approving the Arrangement; and (iv) satisfaction of other closing conditions customary in a transaction of this nature. There can be no assurance that the Transaction will be completed as proposed or at all.

The Transaction has been unanimously approved by the Board of Directors of ValOre and is expected to close in the second quarter of 2023 subject to and following the satisfaction of the conditions precedent to the Transaction as mentioned above. The Company’s Board of Directors and senior officers, collectively owning approximately 19.5% of the outstanding common shares of ValOre, have entered into voting support agreements to support the Transaction.

Canaccord Genuity Corp. has provided a fairness opinion to the Board of Directors of the Company, stating that, as of the date of such opinion, and based upon and subject to the assumptions, limitations and qualifications stated in such opinion, the consideration to be paid under the Arrangement is fair, from a financial point of view, to the Company. The full text of the fairness opinion, which describes, among other things, the assumptions made, procedures followed, factors considered and limitations and qualifications on the review undertaken, and the terms and conditions of the Transaction, will be included in the management information circular (the “Information Circular”) of the Company for the upcoming shareholder meeting.

The above summary description of the Transaction is qualified in entirety by the full text of the Definitive Agreement, as well as the full text of the Information Circular to be delivered to the shareholders of ValOre, both of which will be available under ValOre’s SEDAR profile at www.sedar.com. Prospectus level disclosure of Labrador, including the Angilak Property, will be provided in the Information Circular. Further details as to timing of delivery of material to shareholders and expected closing of the Transaction will be provided shortly.

As a means of funding exploration on the Angilak Property immediately, pending completion of the Transaction during the current field season, ValOre and Labrador have entered into an earn-in agreement under which Labrador has the option to earn up to a 10% interest in the Angilak Property by financing mineral exploration expenditures in the aggregate amount of up to $3.5-million on or before the first anniversary of the earn-in agreement. On closing of the Transaction, the earn-in agreement will effectively be assigned to and assumed by Labrador such that it will have 100% of the Angilak Property.

Jim Paterson, CEO of ValOre stated, “We are delighted to provide ValOre shareholders with a major ownership position in Labrador Uranium, which boasts a leadership team with a track record of success in the global uranium sector and significant capital markets strength. Labrador will be well funded and focused on rapidly advancing the Angilak Property within a pure play Canadian uranium vehicle.”

ValOre Private Placement Financing

In addition to the above Transaction and Labrador Financing, ValOre intends to complete a private placement financing for aggregate proceeds of up to CDN$5,000,000 (the “ValOre Private Placement Financing”) prior to the closing of the Transaction, with subscribers being eligible to receive their pro-rata share of the Labrador shares to be distributed to ValOre shareholders. Details (including pricing) of the ValOre Private Placement Financing will be disclosed in a future news release.

Advisor and Counsel

The Company has retained Canaccord Genuity Corp. as financial advisor. Farris LLP is acting as legal counsel to the Company.

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.

Forward Looking Information

Certain statements and information herein contain forward-looking statements and forward-looking information (collectively, “forward-looking statements”) within the meaning of applicable securities laws. Such forward-looking statements include but are not limited to statements or information with respect to: the proposed Transaction, the Labrador Financing and the ValOre Private Placement Financing (including required approvals).

Although management of the Company believe that the assumptions made and the expectations represented by such forward-looking statements are reasonable, there can be no assurance that forward-looking statements will prove to be accurate. Forward-looking statements by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These factors include, but are not limited to: the Transaction, the Labrador Financing and ValOre Private Placement Financing may not close on the terms set forth herein, or at all; risks relating to the receipt of all requisite approvals for the proposed Transaction, Labrador Financing and the ValOre Private Placement Financing; changes in general economic conditions or conditions in the financial markets; and risks related to general economic conditions.

The Company does not undertake to update any forward-looking information, except in accordance with applicable laws.

Vancouver, B.C. – November 10, 2021 – ValOre Metals Corp. (“ValOre”, or the “Company”) (TSX-V:VO, OTC:KVLQF, Frankfurt: KEQ) today announced that it has entered into a definitive property option agreement with Azincourt Energy Corp (the “Optionee”, “Azincourt”) (TSX.V: AAZ, OTC: AZURF), an arms-length party, pursuant to which the Optionee has been granted the option (the “Option”) to acquire up to a seventy-five percent interest in the Hatchet Lake Uranium Project (the “Project”). The Project consists of a series of six mineral claims located in the province of Saskatchewan.

ValOre’s Chairman & CEO Jim Paterson stated: “Azincourt boasts a team of highly experienced and well capitalized Saskatchewan-focused uranium explorers. We are excited to work together with Azincourt to explore the Hatchet Lake Uranium Project and allocate the time and resources that Hatchet Lake merits in this rapidly improving uranium pricing environment.”

Hatchet Lake is 13,711-hectare uranium exploration project adjacent to the northeastern margin of the Athabasca Basin, situated along the underexplored northeast extension of the Western Wollaston Domain (“WWD”) and Wollaston-Mudjatik Transition Zone (“WMTZ”). This highly-prospective belt hosts the majority of known Canadian uranium deposits and all of Canada’s operating uranium mines (Figures 1 and 2).

Located 39 kilometres (“km”) along-trend from the Roughrider uranium deposit and within 29 km of Cameco’s Eagle Point uranium mine, Hatchet Lake features multiple, shallow, unconformity-related basement uranium targets based on previous work by both Hathor Exploration Ltd., Rio Tinto, and ValOre (formerly Kivalliq Energy), including geophysics, and boulder, soil, lake sediment and bio-geochemical sampling. The project contains substantial historic exploration datasets with extensive uranium anomalism and showings to help guide exploration programs.

Two high-priority zones on the property have been defined: the Upper Manson and SW Scrimes zones. Previous work includes 140 line-km ground geophysics and a 2007 VTEM survey that identified 30 conductive targets with a combined 53 line-km of strike length. Total samples include 1583 soil, 2404 bio-geochemical, and 24 radioactive rock samples with assay results up to 2.43% U3O8. Geochemical anomalies highlight a variety of uraniferous host rocks that are coincident with conductive geophysical targets.

Terms and Considerations

Pursuant to the terms of the Option, Azincourt can acquire a seventy-five percent interest in the Project by completing a series of cash payments and share issuances to ValOre, and incurring certain expenditures on the Project, as follows:

  Cash Payments Common Shares Exploration Expenditures
Upon the grant of the Option $100,000 $250,000 Not Applicable
Within 12 Months $250,000 $500,000 $1,000,000
Within 24 Months $250,000 $500,000 $1,000,000
Within 36 Months $250,000 $500,000 $2,000,000

All common shares issuable to ValOre will be calculated and issued at a deemed price equivalent to the volume-weighted average closing price of the common shares of Azincourt on the TSX Venture Exchange in the twenty trading days immediately prior to issuance, subject to a minimum price of $0.05.

Following completion of these requirements Azincourt will hold a seventy-five percent interest in the Project. In the event Azincourt does not complete the final cash payment ($250,000) and share issuance ($250,000), and incur the final expenditures ($2,000,000), the Optionee will hold a fifty percent interest in the Project.

All securities issued in connection with the Option will be subject to a four-month-and-one-day statutory hold period. The Option remains subject to the approval of the TSX Venture Exchange. In connection with the grant of the Option, a cash fee of $105,000 is owing by Azincourt to an arms-length party who assisted with the introduction of transaction.

Location of Hatchet Lake project
Figure 1: Location of Hatchet Lake project, among uranium deposits, mines and showings, NE Athabasca Basin, Saskatchewan, Canada

Hatchet Lake uranium project
Figure 2: Hatchet Lake uranium project, in relation to nearby uranium deposits, mines and showings, NE Athabasca Basin, Saskatchewan, Canada

About Azincourt Energy Corp

Azincourt Energy is a Canadian-based resource exploration and development company focused on the alternative fuels/alternative energy sector. Azincourt’s core projects are in the clean energy space, with uranium exploration projects in the prolific Athabasca Basin, Saskatchewan, Canada, and lithium/uranium projects on the Picotani Plateau, Peru. https://www.azincourtenergy.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 Colin Smith, P.Geo., ValOre’s QP and Vice President of Exploration.

About ValOre Metals Corp.

ValOre Metals Corp. (TSXV: 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.

In May 2019, ValOre announced the acquisition of the Pedra Branca Platinum Group Elements (PGE) property, in Brazil, to bolster its existing Angilak uranium, Genesis/Hatchet uranium and Baffin gold projects in Canada.

The Pedra Branca PGE Project comprises 51 exploration licenses covering a total area of 55,984 hectares (138,339 acres) in northeastern Brazil. At Pedra Branca, 5 distinct PGE+Au deposit areas host, in aggregate, a current Inferred Resource of 1,067,000 ounces 2PGE+Au contained in 27.2 million tonnes grading 1.22 g/t 2PGE+Au (CLICK HERE for ValOre’s July 23, 2019 news release). All the currently known Pedra Branca inferred PGE resources are potentially open pittable.

Comprehensive exploration programs have demonstrated the "District Scale" potential of ValOre’s Angilak Property in Nunavut Territory, Canada that hosts the Lac 50 Trend having a current 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.

ValOre’s team has forged strong relationships with sophisticated resource sector investors and partner Nunavut Tunngavik Inc. (NTI) on both the Angilak and Baffin Gold Properties. ValOre was the first company to sign a comprehensive agreement to explore for uranium on Inuit Owned Lands in Nunavut Territory and is committed to building shareholder value while adhering to high levels of environmental and safety standards and proactive local community engagement.

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.

New Tenements: Galante East & NE Trend – July 29, 2021