Dr. Tony Harwood reports

MONTERO COMPLETES DEBT SETTLEMENT

Montero Mining and Exploration Ltd. has completed a debt settlement transaction with Dr. Antony Harwood, the corporation's chief executive officer, and certain other creditors in consideration for the issuance of 1,300,813 common shares of the corporation at a deemed price of 15.375 cents per settlement share, as previously announced on Dec. 29, 2023. The corporation settled aggregate debt of $200,000 pertaining to expenses accruing since 2021. The corporation issued the settlement shares to settle the debt in order to preserve cash for general working capital purposes.

Dr. Harwood is an insider of the corporation and was issued 905,849 settlement shares pursuant to the debt settlement, and, accordingly, the debt settlement is considered a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The corporation relied on the exemptions from the requirement for a formal valuation and minority shareholder approval under MI 61-101 on the basis of the exemptions contained in Section 5.5(1)(a) and Section 5.7(1)(a) of MI 61-101 as the fair market value of the settlement shares issued to Dr. Harwood in connection with the debt settlement did not exceed 25 per cent of the corporation's market capitalization. The debt settlement was approved by all of the independent directors of the corporation.

The settlement shares issued pursuant to the debt settlement are subject to a four-month-and-one-day hold period, which will expire on June 29, 2024.

About Montero Mining and Exploration Ltd.

Montero is currently in arbitration proceedings before the International Centre for Settlement of Investment Disputes seeking in excess of $90-million in damages from the United Republic of Tanzania over the expropriation of the Wigu Hill rare earth element project. Montero is also seeking a joint venture partner to advance its Avispa copper-molybdenum project in Chile. Montero's board of directors and management have an impressive record of successfully discovering and advancing precious metal and copper projects. Montero trades on the TSX Venture Exchange under the symbol MON and has 45,281,295 shares outstanding.

We seek Safe Harbor.