Mr. Juan Gavidia reports

ORVANA STRENGTHENS POSITION IN ITS TAGUAS PROPERTY IN ARGENTINA BY REACQUIRING 1% NSR INTEREST

Orvana Minerals Corp. has entered into a definitive agreement with Compania Minera Taguas S.A. to repurchase a 1-per-cent net smelter return royalty (NSR) on the Taguas property in San Juan province, Argentina. Compania Taguas was initially granted a 2.5-per-cent NSR in 2021 as part of the acquisition of the Taguas property by Orvana's wholly owned subsidiary, Orvana Argentina SA. Upon completion of the current NSR repurchase transaction, Orvana will hold a 1.0-per-cent NSR and Compania Taguas will retain the remaining 1.5-per-cent NSR. Orvana's wholly owned subsidiary will continue to own 100 per cent of the Taguas property.

"This transaction reflects our commitment to optimizing long-term value from Taguas as we continue to reposition the project toward a larger-scale copper-gold opportunity," said Juan Gavidia, chief executive officer of Orvana. "Our exploration team is preparing for a geophysical survey and deep drilling program that will test the property's gold-copper porphyry potential."

Under the definitive agreement, the purchase price for the 1-per-cent NSR of $5.6-million (U.S.) will be paid in instalments through October, 2028. The transfer of the 1-per-cent NSR interest to Orvana will become effective upon completion of the first $1.4-million (U.S.) instalment, expected by Oct. 31, 2025. Until payment of the purchase price is complete, Compania Taguas will maintain a security interest in the transferred NSR. The purchase price payment schedule is as shown in the attached table.

Strategic rationale

By reacquiring part of the 2.5-per-cent NSR, Orvana:

• Improves project economics by reducing future third party royalty obligations from 2.5 per cent to 1.5 per cent, which is expected to enhance potential project cash flows and net present value;
• Enhances flexibility and financing optionality for potential partners, joint ventures or project debt structures;
• Retains a 1-per-cent NSR on any future production at Taguas, maintaining a direct financial interest in the project's potential advancement and upside in metal prices, while keeping strategic options open.

Readers are cautioned that statements regarding potential improvements in project economics, flexibility for future partnerships or financings and expected long-term value creation are forward-looking in nature and are subject to significant risks and uncertainties. These benefits are contingent on future technical, economic and market conditions, including the results of continuing exploration and development programs at the Taguas property, commodity-price trends, financing availability, and regulatory approvals. There can be no assurance that the anticipated advantages of the NSR repurchase will be realized as currently expected or at all.

About the Taguas property

The Taguas property consists of 15 mining concessions over an area of 3,273.87 hectares, and is located in the province of San Juan, Argentina, on the eastern flank of the Andes, approximately 10 kilometres south of Atex Resources' Valeriano project, 16 km south of Barrick and Antofagasta's El Encierro project, and 20 km north of Barrick and Shangdong Gold Group's Veladero project.

The company has updated the geological model of the Taguas property, with key objectives centred on improving the understanding of the oxide-sulphide transition zone, analyzing alteration zoning through infrared spectroscopy and interpreting current drilling data. As outlined in Orvana's October, 2025, corporate presentation, available at the company's website, the next phase of the exploration program will consist of a geophysical survey to identify potential targets at depths of up to 1,500 metres. The combined interpretation of the outcomes of both the geological modelling and geophysical surveys will be the key to define next steps regarding deep exploration drilling at the property, which the company expects to commence in 2026.

Related party transaction and TSX conditional approval

Minera S.A. owns both Compania Taguas and Fabulosa Mines Ltd. Fabulosa owns 51.9 per cent of the issued and outstanding common shares of Orvana. Through common ownership by Minera S.A., the transaction is considered a related party transaction for purposes of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101). Orvana is exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the acquisition of the 1-per-cent NSR by virtue of sections 5.5(a) and 5.7(a), respectively, of MI 61-101, as the consideration for the 1-per-cent NSR does not exceed 25 per cent of the company's market capitalization as calculated in accordance with MI 61-101. However, the Toronto Stock Exchange (TSX) imposes additional requirements on non-exempt issuers under Subsection 501 of the TSX Company Manual. Where a related party transaction involves consideration payable to an insider or related party that exceeds 2 per cent of a listed issuer's market capitalization, the TSX requires that the value of that consideration be established in an independent valuation report. Accordingly, even though Orvana was exempt from a formal valuation under MI 61-101, the company obtained an independent valuation of the 1-per-cent NSR in compliance with the TSX requirements. The company did not file a material change report related to this acquisition more than 21 days before the expected completion of the reacquisition of the 1-per-cent NSR as the date to finalize the transfer could not be definitively confirmed until shortly beforehand, and the company wished to complete the transaction on an expedited basis for sound business reasons.

The transaction was reviewed and unanimously approved by Orvana's board of directors. The Toronto Stock Exchange has provided conditional acceptance of the transaction.

About Orvana Minerals Corp.

Orvana is a multimine gold-copper-silver company. Orvana's assets consist of the producing Orovalle operation in northern Spain; the Don Mario operation in Bolivia, currently in plant expansion; and the Taguas property located in Argentina.

We seek Safe Harbor.