Ms. Jennifer Boyle reports

ROB MCEWEN TO ACQUIRE 37.6% OF SATORI RESOURCES -- FOCUSED ON GROWING HIGH-GRADE GOLD DISCOVERY AT TARTAN LAKE MINE & NEW PROJECTS SURROUNDING CANADA'S LARGEST MINES & DEVELOPMENT PROJECTS

Rob McEwen, founder and former chairman and chief executive officer of Goldcorp Inc., will become Satori Resources Inc.'s largest shareholder, owning 37.6 per cent of the company, with the objective of expanding the high-grade gold zones at the past-producing Tartan Lake gold mine in Flin Flon, Man. Satori is proposing to acquire Rob McEwen's 100-per-cent-owned private exploration company, Apollo Exploration Inc., which has been acquiring key exploration projects around Canada's largest gold mines and development projects, including the Canadian Malartic mine (Agnico Eagle), the Hemlo mine (Barrick Gold) and the Hammond Reef project (Agnico Eagle). Upon closing, Apollo will also have approximately $1.5-million in cash and no debt.

Summary of the new Satori:

• Name change -- The company intends to change its name and assign a new ticker symbol.
• Treasury -- Upon completion of the proposed transaction, the company will have approximately $2.2-million in cash and no debt.
• Tartan Lake mine work program -- The company intends to execute the following with the proceeds from the transaction:
  • Complete the first deep follow-up drill program (approximately 800 metres below surface) that will be used to expand and define the hangingwall zone discovery made in December, 2021, which intersected 23.76 grams per tonne gold over 12.6 metres, including 47.56 grams per tonne over 5.8 metres. This was the second-best drill intercept (grade times width) in the history of Tartan Lake. The discovery is open in all directions for further expansion.
  • Incorporate the planned deep exploration and previous drilling since 2017 (approximately 9,500 metres) into an updated National Instrument 43-101 resource estimate.
  • Use the updated resource estimate to form the basis of a preliminary economic assessment (PEA) study. The study will be used to estimate the capital needed to reopen the Tartan Lake mine and returns associated with the project, using and upgrading the existing infrastructure at the mine, such as the ramp into the orebody, process facilities, powerlines and the access road.
  • Advance the process of updating the permits from which the Tartan Lake mine operated under from 1986 to 1989 and engaging with stakeholders to design the gold mine of the future that has a minimal-to-no environmental impact and benefits those directly involved with the company's growth.
• Apollo exploration properties:
  • Malartic South project -- Located due south and adjacent to Agnico Eagle's Canadian Malartic property, Malartic South offers discovery potential for both gold and copper mineralization. The property is adjacent to Canadian Malartic's Odyssey underground mine. Surface mapping indicates approximately 50 per cent of the property comprises sedimentary rocks, host to a number of significant gold deposits in the region, including the Canadian Malartic deposits:
    • The remaining 50 per cent of the claim block comprises felsic intrusive rocks that are prospective for copper mineralization, as demonstrated by a series of historical exploration holes completed on an adjoining property that reported anomalous copper mineralization over an approximate 300-metre strike length. Hole F96-09 is located fewer than 25 metres west of the Malartic South claim boundary.
  • HEES project -- In 2022, limited exploration work identified historical placer mining operations on the HEES project, which is located near Barrick Gold's Hemlo mine. Although early, this could be an important development, as it was originally gold discovered through panning in the creek and soils that lead to the Hemlo discovery. Exploration in this area will continue during the spring and summer field seasons.
  • Hammond Reef North and Hammond Reef South projects -- Located due south of Agnico Eagle's Hammond Reef gold project, the Hammond Reef North and Hammond Reef South projects are prospective for large-tonnage, low-grade gold deposits. Surface rock sampling has identified anomalous results within the claim block, and additional exploration work is warranted given the large resource identified to the north. The short-term objective is to prioritize exploration targets in preparation for an initial drill program.
• Board of directors -- Rob McEwen will be granted the right to appoint two board members to represent his ownership. Upon completion of the proposed transaction, Alex McEwen will join the board, with a future director to be named. Alex McEwen, the son of Rob McEwen, is co-founder and owner of Remote Power Corp., a company focused on electrifying industrial projects in mining, energy and construction. He obtained his MBA from the University of Bradford, England.
• Management -- The company will be conducting a search for new chief executive officer. It is intended that Jennifer Boyle, Satori's current chief executive officer, will remain with the company as a member of the executive team and a director.

Rob McEwen said: "High-grade gold intercepts have always caught my attention, and here there are many. The new Satori will combine its advanced gold play, having significant underground infrastructure situated in a mineral-rich district, with Apollo's cash position and strategically located projects next to some of the largest gold mines in Canada."

Jennifer Boyle, chief executive officer of Satori, said: "This business combination with Rob McEwen ends our search to bring a new dynamic to the company. Since refinancing Satori over the past two years, our small drilling campaigns intercepted grades at Tartan Lake that were not only consistent with historic drilling, but resulted in some of the highest grades ever reported at the mine. Having Rob McEwen involved at this juncture is key to unlocking the potential of this project, which has been underexplored and underfunded for decades. His expertise, having realized spectacular growth during his tenure at the helm of Goldcorp Inc., and the portfolio of projects McEwen brings within Apollo, puts Satori in a competitive position for advancing mine development evaluations, and for new discoveries located on Apollo's projects adjacent to or near to well-known producing projects operated by the largest mining companies in Canada."

Acquisition/transaction terms

Under the terms of a letter of intent entered into with Apollo, Satori shall issue 60 million common shares to acquire all of the issued and outstanding securities of Apollo, at a deemed price of five cents per share. The acquisition is subject to specific conditions, including the requirement for Apollo to have not less than $1-million in cash, the entering into of a definitive agreement, the receipt of approval by the shareholders of Satori and Apollo, and approval of the TSX Venture Exchange. Additionally, either party failing to obtain the requisite shareholder approvals shall pay a termination fee to the other in the amount of $150,000. The transaction further provides Rob McEwen with: (i) a right of first refusal on royalty or metal streaming financings offered on the Tartan Lake gold mine project and the requirement for shareholder approval under prescribed conditions pertaining to such right; and (ii) a pre-emptive right to participate in future equity financings to maintain his pro rata interest, provided that such interest exceeds 20 per cent of the outstanding shares. All shares issued to Apollo in respect of this transaction shall be subject to a hold period of four months, and to such other restrictions or escrow provisions as may be applicable. At closing of the transaction, it is anticipated that there will be 159,365,818 shares outstanding, pursuant to which Rob McEwen will become a new control person, as that term is defined by securities legislation, holding 37.6 per cent of the company.

Shareholder meeting

It is intended that an annual, general and special meeting of shareholders will be called prior to March 31, 2023, the outside date in which applicable regulators have provided consent for an extension in which to hold the next annual meeting of shareholders. Rob McEwen shall have the right to appoint two nominee directors to the board of Satori, and additionally, the board may consider a name and ticker change in conjunction with these efforts for new dynamics and branding.

Wes Hanson, PGeo, director of Satori, is the qualified person who has reviewed and approved the contents of this press release.

About Satori Resources Inc.

Satori is a Toronto-based mineral exploration and development company. Its primary purpose is expanding the resource at the past-producing Tartan Lake gold mine project, located in the prolific Flin Flon greenstone belt, Manitoba.

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