Mr. Laramide Resources Ltd reports

LARAMIDE RESOURCES TO PURSUE LARGE GREENFIELD EXPLORATION OPPORTUNITY IN KAZAKHSTAN: ACQUIRES OPTION ON 6,000 KM SUPERSCRIPT 2 LAND POSITION IN PROLIFIC CHU-SARYSU BASIN

Laramide Resources Ltd. has entered into a three-year option agreement, with an option to extend for an additional year, with Aral Resources Ltd., a Kazakh company registered with the Astana International Financial Center and the shareholders of Aral (the optionors). Aral has secured 17 mineral licences, with an additional five licences pending approval, covering nearly 6,000 square kilometres of the Chu-Sarysu sedimentary basin of Kazakhstan.

Highlights:

• 22 subsoil use licence applications for approximately 6,000 square kilometres comprising the Chu-Sarysu project (as defined herein) located in the Suzak district of the South Kazakhstan Oblast, Republic of Kazakhstan.
• Proximal to some of Kazatomprom largest uranium deposits and operational mines such as Inkai, Budenovskoye and Muyunkum-Tortkuduk.
• The Chu-Sarysu project area includes a number of mapped, paleo-channel roll-fronts, associated with uranium deposits and amenable to ISR mining.
• Laramide to operate and fund exploration program toward discovery of a viable uranium resource.

Under the terms of the option agreement, Laramide has the right to acquire all outstanding shares of Aral at any time during the option period, thereby obtaining full ownership of the Chu-Sarysu project. Throughout the option period, Laramide will serve as the exclusive operator, assuming responsibility for all operational and exploration expenses.

The mineral licences included in the option agreement cover nearly 6,000 square kilometres and represent a unique greenfield exploration opportunity. Each licence has an initial term of up to six years, with the option for a one-time renewal for an additional five years.

The option agreement remains subject to the approval of the Toronto Stock Exchange (the TSX).

"The opportunity to explore in one of the world's most prolific and prospective uranium basins appears to us to be a very compelling and overlooked opportunity," says Marc Henderson, president and chief executive officer of Laramide. "Particularly within an industry dynamic where the uranium supply deficit is now consensus thinking, and where nuclear power's global growth ambitions will absolutely require greenfield discovery of new deposits.

"In spite of its proximity to world-class orebodies like Inkai and Budenovskoye, the large area represented in this option has had very limited exploration in the post-Soviet era, and with Kazakhstan now actively encouraging foreign investment, we have secured an early advantage and are looking forward to getting started."

Option agreement highlights:

• Following the definitive grant to Aral of all licence applications related to the Chu-Sarysu project and approval from the Toronto Stock Exchange, Laramide will make a one-time payment of $450,000 (U.S.) in cash and shares to the optionors and annual payments of $150,000 (U.S.) payable in cash on each anniversary of the option agreement, commencing on the first anniversary.
• The option is exercisable for a term of three years and may be extended for an additional one-year term with a one-time payment of $400,000 (U.S.) in cash and shares.
• The option can be exercised by Laramide at any time during the term of the agreement through a one-time payment of $14-million (U.S.) in cash and shares.
• The option agreement also contemplates and allows for an alternative mechanism to develop this opportunity by way of a spinoff transaction.

With the exception of the annual payments, all payments outlined above are payable as follows: (i) 50 per cent in United States dollars; and (ii) 50 per cent in common shares in the capital of the company, the value of which shall be determined in accordance with the 20-day volume-weighted average sale price per share of the Laramide shares on the TSX as of the date prior to the relevant date of each of the payments as described herein.

During the term of the option agreement, Laramide will be the operator of the property and will exercise exclusive supervision, direction and control over any and all operations, programs and budgets relating to the property. Laramide will provide funding to Aral for the purposes of satisfying and fulfilling minimum economic commitments and expenditures in relation to each licence comprising the property, as required under Kazakhstan's mining regulations.

In connection with the option agreement, and in order to ensure Aral's compliance with the bonding requirements of Kazakhstan's mining regulations for the licences comprising the property, Laramide agreed to provide funding to Aral in an amount of up to $1.45-million (U.S.) in the form of interest-free loans pursuant to the terms and conditions of a grid promissory note and credit facility agreement dated as of June 24, 2024 (the promissory note), issued by Aral for the benefit of Laramide. Laramide loaned Aral an aggregate amount of $900,000 (U.S.) in connection with the promissory note and Aral has successfully obtained appropriate bonding for the 17 licences issued to date and for two licence applications which are awaiting final sign off from the Ministry of Industry and Construction. The funds loaned under the promissory note are repayable by Aral to Laramide in the event Laramide does not exercise the option, or the option agreement is terminated for any reason, or in part if a licence is terminated or withdrawn.

The optionors will retain a 1-per-cent net smelter royalty which is subject to a buy down provision where Laramide may, at is discretion, repurchase 25 per cent at a price to be agreed among the parties or by an independent third party appraiser. In addition, Laramide holds a right of first offer regarding the sale, transfer or assignment of any portion of the net smelter royalty.

About the Chu-Sarysu project

The Chu-Sarysu project is located in the Suzak district of the South Kazakhstan Oblast, Republic of Kazakhstan.

In 2023 Kazakhstan accounted for over 43 per cent of global U3O8 production. Of the five main producing basins in the country the Chu-Sarysu and Syr Darya basins in the south of the country, account for over 75 per cent of national production. These basins host major deposits and operational in situ recovery (ISR) mines such as Inkai, Budenovskoye and Tortkuduk/Muyunkum, which are joint ventures between Kazatomprom and Cameco, Uranium One, and Orano respectively.

In an effort to promote foreign investment, in 2018 Kazakhstan revamped its mining code to follow western standards which involved a revision of subsoil and subsoil use licensing and provisions.

Exploration program

Following TSX approval, over the coming weeks initial work will focus on historical technical data review including translation and target generation. Immediate focus will be to utilize airborne and ground geophysics to validate known, mapped, roll fronts to generate near-term drilling targets and potentially identify new high-priority areas which remain underexplored within the basin.

Qualified/competent person

The information in this announcement relating to exploration results is based on information compiled or reviewed by Rhys Davies, a contractor to the company. Mr. Davies is a member of The Australasian Institute of Geoscientists and has sufficient experience which is relevant to the style of mineralization and type of deposit under consideration and to the activity which he is undertaking to qualify as a competent person as defined in the Joint Ore Reserves Committee 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves, and is a qualified person as defined by National Instrument 43-101 -- Standards of Disclosure for Mineral Projects. Mr. Davies consents to the inclusion in this announcement of the matters based on his information in the form and context in which it appears.

About Laramide Resources Ltd.

Laramide is focused on exploring and developing high-quality uranium assets in Australia and the Western United States. The company's portfolio comprises predominantly advanced uranium projects in districts with historical production or superior geological prospectivity. The assets have been carefully chosen for their size and production potential, and the two large projects are considered to be late-stage, low-technical risk projects.

The Westmoreland project in Queensland, Australia, is one of the largest uranium development assets held by a junior mining company. This project has a PEA that describes an economically robust, open-pit mining project with a mine life of 13 years. Additionally, the adjacent Murphy project in the Northern Territory of Australia is a greenfield asset that Laramide strategically acquired to control the majority of the mineralized system along the Westmoreland trend.

In the United States, Laramide's assets include the NRC licensed Crownpoint-Churchrock uranium project. An NI 43-101 PEA study completed in 2023 has described an in situ recovery (ISR) production methodology. The company also owns the La Jara Mesa project in the historic Grants mining district of New Mexico and an underground project, called La Sal, in Lisbon Valley, Utah.

In Kazakhstan the company is exploring over 6,000 square kilometres of the prolific Chu-Sarysu basin for world-class roll-front deposits which are amenable to in situ recovery.

We seek Safe Harbor.