Mr. Andrew Dinning reports

SARAMA PROVIDES CORPORATE UPDATE

Sarama Resources Ltd. has provided a corporate update on matters pertaining to its arbitration claim, Western Australian gold assets and the acquisition of copper-gold exploration tenements in New South Wales, Australia.

Highlights:

• Sarama sells Western Australian gold assets to Riedel Resources Ltd. for $4.6-million (Australian) in cash and shares;
• Sarama to hold approximately 32 per cent of Riedel, rising to approximately 44 per cent on performance milestones;
• $242-million (U.S.) arbitration claim (plus interest) advancing; hearing set for February, 2027;
• Strategy preserves exposure to claim and exploration while minimizing shareholder dilution;
• NSW copper-gold tenure secured; low-cost entry into prospective Lachlan fold belt.

Sarama's executive chairman, Andrew Dinning, commented: "We are pleased to report strong progress in enhancing value across both the arbitration claim and exploration portfolio, providing a clear pathway forward. Finalizing the date for the Merits hearing marks a key milestone in the arbitration process, and, furthermore, the transaction with Riedel enables Sarama to retain meaningful exposure to its Western Australian gold assets while minimizing dilution to any potential future damages award. The addition of new copper-gold tenure in New South Wales provides us with a low-cost opportunity to start building copper-gold optionality into the company's exploration portfolio while we work through the arbitration process."

Arbitration proceedings

Procedural timetable agreed and Merits hearing scheduled

The proceedings arise from the unlawful expropriation of the company's Tankoro 2 exploration permit in Burkina Faso, which was the central component of a multimillion-ounce gold development project. The company is seeking damages of $242-million (U.S.), plus interest, through arbitration in the International Centre for Settlement of Investment Disputes, a division of World Bank Group (refer to news release dated Dec. 12, 2024).

Arbitration proceedings against the government of Burkina Faso are progressing as anticipated with a number of milestones achieved, including the filing of the company's memorial, the GoBF filing its countermemorial, and confirmation of the procedural timetable and dates for the Merits hearing.

On Oct. 31, 2025, Sarama filed its written memorial with ICSID (refer to news release dated Nov. 3, 2025), comprising its statement of case, witness evidence and expert reports, and detailing its claim against the GoBF. The GoBF filed its countermemorial on March 30, 2026.

The procedural timetable for the company's arbitration proceedings against the GoBF has recently been agreed between the parties, and the company has been advised by ICSID that the arbitral tribunal has confirmed its availability for the proposed dates for the Merits hearing, with the timetable confirmed.

Next steps

The arbitration will proceed through the following stages:

• Document production;
• Further written submissions by both parties; and
• Prehearing procedural steps.

This will culminate in the Merits hearing from Feb. 22, 2027, to Feb. 26, 2027, in which the parties will present their case and supporting evidence to the tribunal and provide opportunity for witnesses to be cross-examined. The date for the final award is yet to be determined.

Representation and financing

Sarama is represented by Boies Schiller Flexner (U.K.) LLP, a leading international law firm with extensive experience in investor-state arbitration and a strong record in the natural resource sector.

The company has secured a $4.4-million (U.S.), four-year non-recourse financing facility to cover all legal fees and expenses related to the arbitration. The facility is secured solely against the claim and is repayable only in the event of a successful outcome or settlement.

The company has also retained Accuracy London as an independent quantum expert to provide valuation support for the claim submitted to ICSID.

Western Australian gold assets

As part of the company's broader equity and capital management strategy and to manage exposure to the claim while retaining exploration upside, Sarama has entered into a binding share sale agreement with Riedel, executed April 17, 2026, to sell its Cosmo and Mount Venn projects in exchange for a combination of equity consideration and the payment of certain project-related expenses.

In connection with the proposed transaction, Riedel has received commitments to raise $2.5-million (Australian) (before costs) through a two-tranche placement at 2.5 Australian cents per share to finance exploration across its exploration portfolio and for working capital. On completion, Riedel is expected to have approximately $4-million (Australian) in cash.

The transaction will provide Sarama with a significant equity interest in Riedel, which will be transformed into a well-financed, multiproject gold explorer with several large projects across the Tier 1 jurisdictions of Western Australia and Arizona, United States.

Mr. Dinning has been appointed as a non-executive director of Riedel, and it is proposed that Paul Schmiede be appointed chief executive officer on completion of the transaction. Jack Hamilton will fulfill the role of special adviser, exploration, with oversight over exploration activities on the three projects. The company will retain the services of Mr. Schmiede and Mr. Hamilton as required to ensure continuity of the business while Mr. Dinning will continue in his full-time role as executive chairman.

Transaction summary

Pursuant to the SSA, Riedel will acquire Sarama's interest in the projects through the acquisition of a 100-per-cent interest in Sarama's wholly owned subsidiary, Yikarri Resources Pty. Ltd., for consideration comprising equity in Riedel and payment of certain project-related expenses on Sarama's behalf as follows:

• Issuance of 150 million shares in Riedel to Sarama (or its nominee) at a deemed price of 2.5 Australian cents per share;
• Issuance of 100 million performance rights in Riedel to Sarama (or its nominee) across four tranches vesting upon the achievement of certain exploration, mineral resource and share price milestones; and
• Payment of project-related costs that are incurred by Sarama, capped at $300,000 (Australian) (excluding GST).

Completion is targeted for June, 2026, subject to the satisfaction of certain conditions precedent, including (amongst others) Riedel shareholder approval.

On a postmoney pro forma basis, Sarama will hold an initial approximately 32-per-cent relevant interest in Riedel, increasing to up to approximately 44 per cent if all performance rights vest and are subsequently exercised. Sarama's interest in Riedel will be held through a wholly owned subsidiary.

New South Wales copper-gold project applications

The company received documentation from relevant authorities in New South Wales that tenure is approved for the grant of three early-stage copper-gold exploration tenements in NSW, which the company believes it can potentially add significant value to for minimal expenditure. It is anticipated this will be finalized imminently.

The three exploration licences cover a portfolio of early-stage copper-gold properties in New South Wales, targeting underexplored areas within and adjacent to the Lachlan fold belt that are prospective for copper, gold and polymetallic mineralization.

Three priority areas, Bong Bong Creek, Bald Hill and the Gegedzerick copper lode, were identified, comprising clusters of historical copper workings and mineral occurrences, and ranked based on prospectivity, access and marketability. These areas are characterized by favourable geological settings, including intrusive and extrusive igneous rocks, historical shafts and workings, and zones of known copper mineralization with additional gold potential. The company's application strategy has focused on securing tenure over historically mineralized systems with evidence of high-grade copper mineralization and strong geological analogues for larger-scale systems.

The Gegedzerick project is in the Lachlan fold belt, and is considered prospective for porphyry and intrusion-related copper-gold mineralization.

The Bald Hill project is located along the western margin of the New England orogen, and the area is considered prospective for intrusion-related gold systems, with additional potential for porphyry-style copper mineralization within Lower Permian rocks.

The Bong Bong project is situated within the central Lachlan fold belt, and mineralization is dominated by copper carbonates with minor azurite, chalcocite and chalcopyrite, with gold and silver as secondary targets.

Planned exploration across the Gegedzerick, Bald Hill and Bong Bong projects will comprise systematic, staged reconnaissance programs aimed at validating prospectivity for porphyry and intrusion-related copper-gold mineralization and advancing targets toward drilling.

Qualified person's statement

Scientific or technical information in this disclosure that relates to exploration is based on information compiled or approved by Mr. Schmiede. Mr. Schmiede is an employee of Sarama and is a fellow in good standing of the Australasian Institute of Mining and Metallurgy. Mr. Schmiede has sufficient experience which is relevant to the commodity, style of mineralization under consideration and activity which he is undertaking to qualify as a qualified person under National Instrument 43-101. Mr. Schmiede consents to the inclusion in this news release of the information in the form and context in which it appears.

We seek Safe Harbor.