Mr. David Douglas reports

CARIBOO ROSE RESOURCES LTD. CONSIDERS SHARE CONSOLIDATION

Cariboo Rose Resources Ltd. is considering the consolidation of outstanding share capital, and it will seek shareholder approval by way of an ordinary resolution at its annual general and special meeting to be held on Oct. 17, 2025.

If the consolidation resolution is approved, Cariboo Rose's board of directors will have the authority to consolidate its issued and outstanding shares at a ratio of one for two. The board will also be permitted, without further shareholder approval, to select a lower consolidation ratio if it deems appropriate.

If the shareholders approve the consolidation, the board may implement the consolidation, subject to acceptance from the TSX Venture Exchange, at any time subsequent to the meeting. In addition, the board may revoke the consolidation resolution and abandon the consolidation without further approval or action by its shareholders.

The board believes that it is in the best interests of the company to provide the board with flexibility to reduce the number of outstanding shares by way of the consolidation as the consolidated share structure of the company may make it easier for the company to attract additional equity financing that may be required or desirable to maintain the company or to further develop its business.

If approved by the shareholders and implemented by the board, the principal effects of the consolidation would be that:

• The number of shares of the company issued and outstanding will be reduced from 58,011,888 shares to approximately 29,005,944 shares if the consolidation ratio of one for two is used; and
• The exercise or conversion price and/or the number of shares issuable under any of the company's outstanding convertible securities, stock options and warrants would be proportionately adjusted after giving effect to the consolidation based on the consolidation ratio.

There will not be a change of name in conjunction with the potential consolidation.