Mr. Christopher Verrico reports

RIO SILVER RECEIVES CONDITIONAL APPROVAL FOR $2.2M PRIVATE PLACEMENT

Rio Silver Inc. has received conditional approval from the TSX Venture Exchange to close its upsized non-brokered private placement, as described in the company's press release dated Sept. 25, 2025, for aggregate gross proceeds of $2.2-million.

The offering involved the issuance of 22 million units at a price of 10 cents per unit for gross proceeds to the company of $2.2-million. Each unit consists of one common share and one non-transferable warrant. Each whole warrant is exercisable into one common share at 15 cents per share for three years from closing. If, following the final closing date of the private placement, the company's common shares close at or above 25 cents on the TSX Venture Exchange (or such other exchange on which the shares may trade) for 15 consecutive trading days, the company may accelerate the warrant expiry date by issuing a news release. The warrants would then expire 30 days from the date of that notice.

In connection with the offering and subject to compliance with applicable laws and TSX-V approval, the company will pay finders' fees or commissions of $74,520 and issued an aggregate of 745,200 non-transferable common share purchase warrants to arm's-length finders of the company, the brokers warrants, in consideration for locating purchasers to participate in the offering, with each warrant entitling the holder to acquire one common share of the company at an exercise price of 15 cents also for a period of three years from the date of exchange acceptance.

The gross proceeds from the issue and sale of the units, excluding warrant proceeds, will be used to acquire and advance certain exploration/exploitation projects in south-central Peru, for general working capital purposes and for settlement of debt.

The securities issued in connection with the offering are subject to a four-month hold from the date of exchange acceptance under applicable Canadian securities laws. The offering is subject to the final approval of the TSX Venture Exchange.

Other news

Rio Silver is anticipating exchange approval on the acquisition of the Maria Norte gold-silver-lead-zinc project, amended and news released on Sept. 17, 2025, in the coming days.

About Rio Silver Inc.

Rio Silver is a resource development company that has been selectively identifying and acquiring precious metal assets that are anticipated to produce near-term cash flow to best assist the company's exploration/development plans in a non-dilutive, shareholder-friendly way. It remains ever impressed and optimistic by the resilience and ingenuity of its host country as Peru continues to endorse supportive mining policies and continued growth, as evident by the tremendous investment being witnessed throughout Peru.

We seek Safe Harbor.