Mr. Kenneth MacLeod reports

SONORO GOLD PROVIDES SURFACE RIGHTS UPDATE FOR THE CERRO CALICHE GOLD PROJECT

Sonoro Gold Corp. has received the final acceptance from the TSX Venture Exchange for the surface rights lease agreement for the company's Cerro Caliche gold project in Sonora, Mexico. As disclosed in the company's new release dated July 4, 2025, Sonoro now controls 100 per cent of the surface and mineral rights for the Cerro Caliche project area and has exclusive access for the exploration, development and extraction of mineral deposits, as well as the construction of related mining infrastructure.

The company also announces that it has completed cash payments of $3,125,000 (U.S.) to the lessor, satisfying the financial obligations in year one of the agreement. The company will issue 5.0 million common shares to the lessor at a deemed issue price of 15 Canadian cents per common share, as a portion of the consideration payable under the agreement. The consideration shares will be subject to a four-month resale restriction period as from their issuance date, as required by Canadian securities regulations.

Funding for year-one payment requirements under the agreement was financed by unsecured shareholder loans aggregating to $2.9-million (U.S.) by company directors, bearing annual interest of 10 per cent, plus a 7-per-cent lending fee. The loans, plus accrued interest and fee, are repayable by the company either on or before the completion of project financing or from production revenues generated by the proposed Cerro Caliche mining operation.

The loans constitute a "related party transaction" as defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company is relying on the exemptions under Section 5.5(a) and Section 5.7(f) from the formal valuation and minority shareholder approval, respectively, as its securities are listed on the TSX Venture Exchange and the loans have been provided on reasonable commercial terms and are not convertible or repayable in securities of the company.

The agreement is a critical milestone and requirement for the construction and operation of the proposed Cerro Caliche gold mine. Total surface area under the agreement exceeds the area required for the project's initial proposed operation, allowing for sufficient surface area for future potential growth and expansion. The surface lease has a term of up to 25 years, comprising an initial term of 12.5 years, together with an option exercisable by the company to renew the lease for an additional 12.5 years.

The Cerro Caliche project is in the final permitting stage for a proposed open-pit, heap leach mining operation following four drilling campaigns and extensive technical and environmental studies. With only 30 per cent of the project's identified mineralized zones drilled and assayed to date, the company plans to develop an initial 12,000-tonne-per-day operation to generate cash flow for further exploration of the remaining 70 per cent of the mineralized area for potential resource and mine expansion.

About the Cerro Caliche gold project

Exploration to date at the 1,400-hectare property confirms a broadly mineralized low-sulphidation epithermal vein structure and over 25 northwest-trending gold mineralized zones along trend and near surface. With only 30 per cent of the property's identified mineralized zones drilled and assayed, the company filed an updated mineral resource estimate (MRE) in March, 2023, based on a total 55,360 metres of drilled data, including 498 drill holes, 17 trenches and assays for 53,865 metres of the drilled data.

In October, 2023, the company filed a new preliminary economic assessment (PEA) demonstrating the potential viability of a nine-year open pit, heap leach mining operation. Using a gold price of $1,800 per ounce, the project has an after-tax net present value discounted at 5 per cent of $47.7-million (U.S.) and an internal rate of return (IRR) of 45 per cent. Using a gold price of $2,000 per ounce, the project has an after-tax NPV5 of $77-million (U.S.) and an IRR of 63 per cent.

The PEA was prepared in accordance with the requirements of National Instrument 43-101 by D.E.N.M. Engineering Ltd. and Micon International Ltd., with confirmation of the applicable resource estimates prepared by SRK Consulting (U.S.) Inc.

Qualified person statement

Stephen Kenwood, PGeo, a director of Sonoro, is a qualified person within the context of National Instrument 43-101 and has read and approved this news release.

About Sonoro Gold Corp.

Sonoro Gold is a publicly listed exploration and development company holding the development-stage Cerro Caliche project and the exploration-stage San Marcial project in Sonora state, Mexico. The company has highly experienced operational and management teams with proven records for the discovery and development of natural resource deposits.

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