Mr. Peter Miles reports

SANATANA ENTERS INTO A DEFINITIVE AGREEMENT TO ACQUIRE 5,510 ACRE (2,230 HECTARES) GOLD STRIKE ONE PROJECT TO INCREASE ITS PRESENCE IN THE ROGUE PLUTONIC COMPLEX REGION IN YUKON, CANADA

Sanatana Resources Inc. has entered into a purchase agreement dated July 1, 2025, with LIRECA and LIRECA's affiliate, Florin Resources Inc. (together with LIRECA, the Florin Group), to acquire the Gold Strike One project (Yukon) and the Abitibi property (Quebec). All dollar figures are in Canadian dollars, except as noted.

It is expected that the proposed acquisition will be a non-arm's-length reverse takeover for Sanatana, as such term is defined in TSX Venture Exchange Policy 5.2, Change of Business and Reverse Takeovers.

Peter Miles, chief executive officer of Sanatana, commented: "This transaction represents a significant mineral tenure package for Sanatana. Subject to closing, the transaction will greatly expand Sanatana's presence in the Rogue plutonic complex (Yukon), a region that has garnered substantial industry recognition due to Snowline's recent Valley discovery. The Gold Strike One acquisition provides Sanatana with an outstanding geological opportunity without unduly diluting existing shareholders."

John Fiorino, principal of the Florin Group, commented: "By accepting nearly 90 per cent of the consideration for the transaction in equity of Sanatana, the Florin Group has demonstrated its confidence in the projects and alignment with long-term shareholders."

The Gold Strike One project, the Abitibi property, the definitive agreement, the concurrent non-brokered private placements and the reverse takeover (RTO) are described in this news release.

About the Gold Strike One project

The Gold Strike One project is located approximately 225 kilometres (km) east of Mayo, comprising 107 contiguous quartz mineral claims immediately to the south, west and north of Snowline's Valley deposit, for a total of 5,510 acres (2,230 hectares).

Snowline's Valley deposit

The southern project boundary of the Gold Strike One project is within 650 metres of Snowline's Valley reduced intrusion-related gold system (RIRGS) type gold system (within approximately 500 metres (m) of the interpreted resource pit shell for Snowline's Valley deposit). Snowline reports that the Valley deposit has a resource of 204 million tonnes containing 7.94 million ounces gold averaging 1.21 grams per tonne (g/t) gold (Au) in the measured and indicated categories, and an additional 44.5 million tonnes containing 890,000 ounces gold averaging 0.62 g/t Au in the inferred category, based on roughly 53 km of drilling completed by the end of 2024 (source: Snowline news release dated May 15, 2025). The company's qualified person for this news release has not verified the mineral resource or other technical disclosure contained in Snowline's news release dated May 15, 2025.

In its news release dated June 23, 2025, Snowline also disclosed that: "The Valley gold deposit remains open in multiple directions, with open edges to the current resource, large volumes of the host intrusion still untested by drilling, and areas of gold mineralization encountered in drilling that are outside of the current resource and the PEA mine plan. Exploration drilling within the surrounding intrusion is currently under way."

The company's qualified person for this news release has not verified the information in Snowline's news release dated June 23, 2025, and there is presently no indication that Snowline's Valley deposit remains open in the direction of the Gold Strike One project, or intersects or transverses the Gold Strike One project.

The RIRGS model allows for multiple modes of mineralization and clustering of the multiple intrusives that drive these mineral systems. Snowline is also exploring extensively in the vicinity using the same criteria. While it is understood that RIRGS cluster and occur in belts, and the geological exploration industry considers exploring in these belts to have a higher probability of exploration success, there is no guarantee of exploration success or that the company's exploration thesis will be proven correct. The company cautions that mineralization hosted on adjacent, nearby or geologically similar properties is not necessarily indicative of possible mineralization hosted on the Gold Strike One project (or the Gold Strike Two project).

Historical exploration of the Gold Strike One project

LIRECA conducted exploration on the Gold Strike One project in 2022 and 2024, consisting of an airborne lidar (light detection and ranging) survey, geological mapping, rock, soil and silt sampling.

Soil samples were taken along ridges at a nominal 400 m to 200 m spacing for partial coverage of the claim block. Prominent more-than-20-part-per-billion (ppb) gold-in-soil anomalies (up to 148 ppb) were revealed. The highest, most coherent results were from the southeast, but there were also anomalies just south of Snowline's Valley deposit and in the northern claims. The gold anomalous soils have contrasting pathfinder elements: arsenic (up to 400 parts per million (ppm)), bismuth (up to four ppm), antimony (up to 25 ppm) and copper (up to 650 ppm) just south of Snowline's Valley deposit; less arsenic in the southeast; and bismuth and antimony in the north. Sampling to fill in the gaps and expand on this work is planned in 2025.

Stream sediments show anomalous gold up to 37 ppb in the streams sampled on the Gold Strike One project, with gold clustering in the north and south claims, with the centre claims being unsampled. The data indicate there might be two gold zones, an interpretation which is supported by the spread of pathfinder elements: the north zone, having elevated copper, molybdenum and sulphur; and the southern zone having arsenic, bismuth, molybdenum, sulphur and zinc. The two zones are generally consistent with the RIRGS model, with the southern zone being more proximal to the intrusive, with arsenic (up to 186 ppm) and bismuth (up to eight ppm), and the northern zone hinting at being more distal to the intrusive mineralization with the copper (up to 830 ppm) and antimony (up to 26 ppm). Soil sampling taken along ridge lines at a nominal 400 m to 200 m spacing tells a similar story.

A prominent more than 20 ppb gold-in-soil anomaly (up to 148 ppb) has been revealed in the southern claims

While taking the soil samples, background geology was noted and 112 rock samples were collected by the field crews. In the south, the rocks were dominated by slates and cherts of the Earn and Steele formations. Granite and monzonite dikes, as well as quartz veining, and minor hornfels and zones of sericite alteration, were noted, as well as common granite intrusive float in the valleys. A 1,480 ppb gold-in-rock sample was recovered from the northern claims and a 143 ppb gold-in-rock sample was recovered in the southern claims from and iron-stained quartz-rich grab sample. The rock samples were taken prior to assays revealing the location of anomalous soils. Fieldwork planned in 2025 will focus on rock sampling mineralization revealed by the soil samples.

Grab samples are selective samples meant to confirm the presence of gold. Grab samples are not indicative of the average grade of mineralization.

Subject to closing, Sanatana plans to mobilize to the project this summer for an exploration program that will include geophysics and soil sampling.

Sanatana notes that although the results demonstrate a broad mineral system, it is too early to conclude that this mineralization will be of economic significance. Sanatana believes that, given the proximity of the Gold Strike One project to Snowline's Valley deposit, it is a high-priority for Sanatana to advance exploration on these claims.

About the Abitibi property

Pursuant to the terms of the definitive agreement and subject to closing, Sanatana will also acquire the Abitibi property. The Abitibi property is located in the northern Abitibi greenstone belt, 14 kilometres east of the past-producing polymetallic Selbaie mine, 45 kilometres northeast of the Casa Berardi mine, 30 kilometres from Wallbridge's Fenelon gold property and two kilometres from Abitibi Minerals' B26 project, 55 km west of Matagami, Que. The Abitibi property consists of 101 mining claims held in two non-contiguous parcels (property 1, 4,119 acres (667 hectares); and property 2, 12,234 acres (4,951 hectares)) totalling approximately 13,882 acres (5,618 hectares).

Property 1

The property underlies the eastern margin of the Brouillan intrusion. Adjacent and to the east of the property, gold values up to 24.1 g/t at one m, as well as a historical RC (reverse circulation) drill hole that returned assays of up to 0.1 per cent copper (Cu), 0.04 per cent zinc (Zn) and 9.5 g/t gold (Au) have been recorded, hosted within slivers of greenstone caught up in the intrusion. Government magnetic data indicate that similar slivers occur on the property.

Property 2

Property 2 consists of 89 claims and covers an area of 4,951 hectares (ha). The property is adjacent to the east of the Yorbeau Beschefer property, which has known gold mineralization, highlighted by hole CBO-98-04, which returned 19.85 g/t Au over 0.77 m. The structural setting of gold mineralization on the Yorbeau property is associated with the Nord-Taib fault, which extends onto property 2, where there is approximately 13 km of prospective strike length of the Nord-Taib fault.

The Abitibi properties 1 and 2 are nestled in prolific VMS (volcanic massive sulphide) base metal and orogenic gold belts, and although these belts are generally considered to be zones that offer higher potential for discovery, there is no guarantee that holding property within these belts will bring exploration success.

Terms of the definitive agreement

Pursuant to the definitive agreement (dated July 1, 2025), Sanatana is required to provide the following consideration to the Florin Group for the purchase of the Gold Strike One project and the Abitibi property:

• A cash payment of $2-million to be made on the closing date;
• A share issuance of 24,745,620 common shares of Sanatana issued to LIRECA on the closing date. The consideration shares will be issued pursuant to a prospectus exemption and are subject to a statutory restricted period of four months and a day from the date of issuance.

The Gold Strike One project is subject to a 2-per-cent net smelter return (NSR) royalty, as further described in the definitive agreement, a copy of which will be filed under Sanatana's SEDAR+ profile. At any time prior to the commencement of commercial production, the Gold Strike One NSR royalty payor can reduce the Gold Strike One NSR royalty from 2 per cent to 1 per cent, by paying the royalty holder 1,000 ounces of physical gold or $2-million (U.S.) (whichever is greater in monetary value).

The Gold Strike One project is subject to an annual advance royalty payment to the Gold Strike One NSR royalty holder in the amount of the greater monetary value of $20,000 (U.S.) and seven ounces of gold. The annual advance royalty shall be payable on or before each subsequent anniversary of the date of the definitive agreement. Subject to the terms of the NSR royalty, the annual advance royalty will cease upon the commencement of commercial production and the annual advance royalty payments shall constitute prepayment of the NSR royalty payments.

Further, in the event Sanatana, or any subsequent purchaser of the Gold Strike One project, publicly announces a resource estimate on any portion of the project, prepared in accordance with National Instruction 43-101, Standards of Disclosure for Mineral Projects, which estimates the presence of gold ounces, Sanatana or such purchaser, as applicable, shall deliver to an affiliate of LIRECA (or its assignee), the greater monetary value of $1-million (U.S.) in immediately available funds or 500 ounces of physical gold, for every million gold ounces delineated by such resource estimate. Such bonus payment is due for each million gold ounce delineated by such resource estimate and any additional resource estimate. Gold ounces means gold or gold equivalent ounces in any resource category (that is, an inferred mineral resource, an indicated mineral resource and/or a measured mineral resource).

The Abitibi property is subject to a 3-per-cent net smelter return royalty, as further described in the definitive agreement. At any time prior to the commencement of commercial production, the Abitibi NSR royalty payor can reduce the Abitibi NSR royalty by 1-per-cent increments, from 3 per cent to 1 per cent, by paying the royalty holder 500 ounces of physical gold or $1-million (U.S.) (whichever is greater in monetary value) for each 1-per-cent reduction, provided that the Abitibi NSR royalty does not fall below 1 per cent.

The Abitibi property is not subject to an annual advance royalty payment.

Further, in the event Sanatana or any subsequent purchaser of the Abitibi property publicly announces a resource estimate on any portion of the project, prepared in accordance with NI 43-101, which estimates the presence of gold ounces, Sanatana or such purchaser, as applicable, shall deliver to Florin (or its assignee) the greater monetary value of $1-million (U.S.) in immediately available funds or 500 ounces of physical gold, for the first million gold ounces delineated by such resource estimate. Such bonus payment is due for only the first million gold ounce delineated by such resource estimate and not any additional resource estimate.

LIRECA is an insider of Sanatana pursuant to applicable Canadian securities laws. Accordingly, the proposed acquisition will constitute a related party transaction as such term is defined by Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The issuance of the consideration shares to LIRECA pursuant to the definitive agreement will need to comply with the requirements of MI 61-101. The company is relying on the exemption from the formal valuation requirement pursuant to Subsection 5.5(b) of MI 61-101, for the issuance of the consideration shares, as the consideration shares are not listed on a specified market, as determined in accordance with MI 61-101. The company will need to obtain minority shareholder approval for the proposed acquisition pursuant to Section 5.6 of MI 61-101 and TSX-V policies.

MI 61-101 requires the company to call a shareholder meeting and to prepare a corresponding management information circular or filing statement containing detailed disclosure on the proposed acquisition in order to obtain shareholder approval. The company is actively preparing the disclosure document and is planning to hold the shareholders meeting on an accelerated timeline. Concurrently, the company intends to apply to the Ontario Securities Commission (OSC) for an exemption from the shareholders meeting requirement in MI 61-101, as the company believes it can obtain minority shareholder approval for the proposed acquisition through a written consent resolution. Notwithstanding the OSC's determination on the company's application, the company will prepare and file the disclosure document containing the prescribed disclosure as required by MI 61-101 and TSX-V polices.

The issuance of the consideration shares to LIRECA is expected to result in the creation of a new "control person" of the company pursuant to the policies of the TSX-V and, along with the expectation that new shareholders will hold more than 50 per cent of the outstanding voting securities of the company following the closing of the proposed acquisition, the concurrent offering and the life offering (as such terms are defined below), the proposed acquisition is expected to constitute an RTO. Pursuant to TSX-V's policies, the company's common shares may be halted from trading pending the TSX-V's receipt and review of documentation regarding the proposed acquisition.

Closing of the proposed acquisition is subject to: (i) requisite regulatory approval, including TSX-V approval; (ii) customary closing conditions, including receipt of shareholder approval; and (iii) any additional closing conditions set out in the definitive agreement.

No finder's fee was paid in connection with the definitive agreement.

The company resulting from the RTO will carry on the business of Sanatana. It is expected that the resulting issuer will be classified as a Tier 2 mining issuer.

Concurrent private placements

In connection with the definitive agreement, Sanatana concurrently announces two non-brokered private placements for cumulative gross proceeds of up to $5.28-million from the sale up to three million common shares of the company and up to 5.8 million units of the company at a price of 60 cents per common share or unit, respectively. Three million common shares are offered under a listed issuer financing exemption (LIFE) offering and 5.8 million units are offered under a concurrent private placement offering. Both the LIFE offering and the concurrent offering are non-brokered. The concurrent offering is subject to an overallotment right pursuant to which the company can increase the size of the entire financing by 15 perp cent (up to an additional $792,000 for aggregate gross proceeds of $6,072,000 provided that the overallotment only consists of the concurrent offering).

Each unit in the concurrent offering will consist of one common share and one-half of one share purchase warrant. Each warrant will entitle the holder to purchase one additional common share at a price of 95 cents per common share for a period of 36 months from the date of closing of the concurrent offering. The warrants are non-transferable. The life offering is for common shares only and, accordingly, has no warrant coverage.

The warrants are subject to an acceleration clause, whereby if the closing price of the common shares on the principal market on which such shares trade is equal to or exceeds $2 for 10 consecutive trading days (with the 10th such trading date hereafter referred to as the eligible acceleration date), the warrant expiry date shall accelerate to the date which is 30 calendar days following the date a news release is issued by the company announcing the reduced warrant term, provided that, no more than five business days following the eligible acceleration date: (i) the news release is issued; and (ii) notices are sent to all warrantholders.

The concurrent offering will be made available to accredited investors and other eligible investors in British Columbia, Ontario, Alberta and such other jurisdictions as the company may decide in accordance with applicable laws. Units purchased in connection the concurrent offering will be subject to a four-month-and-one-day hold period from the date of issue.

Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106, Prospectus Exemptions, the LIFE offering is being made to purchasers resident in all provinces of Canada, except Quebec, pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 and Coordinated Blanket Order 45-935, Exemptions From Certain Conditions of the Listed Issuer Financing Exemption. Subject to the rules and policies of the TSX-V, the common shares issued to Canadian resident subscribers in the LIFE offering will not be subject to a hold period under applicable Canadian securities laws. Insiders and certain consultants that participate in the LIFE offering would be subject to a four-month hold period in respect of securities issued pursuant to applicable policies of the TSX-V.

The company will upload an offering document related to the LIFE offering that can be accessed under the company's profile on SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.

In addition to the LIFE offering, the company intends to complete the concurrent offering of up to 5.8 million units at 60 cents per unit for gross proceeds of up to $3.48-million.

The closing of the LIFE offering is expected to occur by July 31, 2025, or such other date as the company may agree, which must be within 45 days from the date hereof for the LIFE offering. Closing of the LIFE offering is not conditional upon the closing of the concurrent offering. Closing of the concurrent offering is expected to close concurrent with the RTO.

In connection with the LIFE offering and the concurrent offering, the company may pay finders' fees to certain eligible arm's-length parties in accordance with the polices of the TSX-V in consideration for their efforts in introducing subscribers to the company.

The company intends to use the net proceeds from concurrent offering to pay the cash consideration for the proposed acquisition, for general expenses and exploration expenses, and as a possible reserve for an investor relations program. The company intends that the net proceeds from the LIFE offering will be used to augment working capital and for the purposes specifically described in the offering document.

Other details relevant to the RTO

Insiders, officers and board of directors of the resulting issuer

As disclosed in the company's news release dated May 5, 2025, announcing the Gold Strike Two acquisition, LIRECA was given a right, but not the obligation, to nominate one director to the company's board of directors. Pursuant to the terms of the definitive agreement, LIRECA has been given the right, but not the obligation, to designate its nominee to act as the chair of the board.

Upon completion of the proposed acquisition, it is anticipated that the board of directors of the resulting issuer shall consist of the same directors currently comprising the board, with the possibility of an additional director to be designated by LIRECA. The parties expect Mr. Miles to act as CEO of the resulting issuer.

Sponsorship and financial statements

The proposed acquisition may require sponsorship under the policies of the TSX-V unless an exemption from sponsorship is granted. The company intends to apply for an exemption from sponsorship requirements of the TSX-V in connection with the proposed acquisition. There can be no assurance that such exemption will ultimately be granted.

Similarly, Sanatana will be seeking an exemption from the requirement under TSX-V policies to include financial statements with respect to the Gold Strike One project and the Abitibi project in the disclosure document, given that the proposed acquisition is an acquisition of mineral claims (not a business combination or an acquisition of a business).

Name change

Concurrent with closing the RTO, Sanatana expects to change its name to Gold Strike Resources Corp. to better reflect the company's mineral properties in Yukon and British Columbia.

Quality assurance and quality control (QA/QC)

Rock, soil and silt samples were submitted to ALS Geochemistry in Whitehorse, Yukon, using a chain of custody, flown from site to Mayo and then trucked to Whitehorse. ALS is an independent laboratory with ISO/IEC 17025:2017 and ISO 9001:2015 registration. Prepped samples were then sent to ALS in Vancouver for analysis.

Rock samples were prepared with PREP-31BN then analyzed by ME-ICP61 and Au-AA24. Silt and soil samples were prepared with SCR-41 then analyzed by ME-ICP41 and Au-AA24. Both rock and soils underwent a four-acid digestion.

Soil samples that yielded insufficient minus fraction material for fire assay were resubmitted for PREP-31BN on the coarse reject and analyzed with Au-AA23.

One reference standard and one blank were submitted with the soil and rock samples. The standard used was an OREAS 502d certified reference material for porphyry copper-gold-molybdenum. The standard returned results as expected and the blank reported under detection limits.

Technical information

The technical information in this news release was prepared under the supervision of Derek Torgerson, PGeo, BSc, geology. Mr. Torgerson is a qualified person for the purposes of NI 43-101, and has reviewed and approved the technical information disclosed in this news release. Mr. Torgerson is independent of the company for the purposes of NI 43-101.

About Sanatana Resources Inc.

Sanatana is a mineral exploration and development company focused on high-impact properties in Canada. With an award-winning technical team and experienced management and board of directors, Sanatana is based in Vancouver and is listed on the TSX Venture Exchange.

About the Florin Group

The Florin Group, led by Mr. Fiorino, has been in mineral exploration and project generation in excess of 20 years, with notable discoveries and projects advancements.

The Florin Group is a mining project generator with a portfolio of projects across Canada, with a primary focus on projects in Yukon. The Florin Group's mandate is to generate projects that have geological settings, potential historic data, geochemistry, geophysics, and, importantly, an active mining camp ideally within one to two km of a discovery or active drilling.

We seek Safe Harbor.