Mr. Scott McLean reports

TESORO MINERALS ANNOUNCES THE CLOSE OF OVERSUBSCRIBED PRIVATE PLACEMENT

Tesoro Minerals Corp.'s previously disclosed non-brokered private placement, originally announced on Dec. 22, 2025, has been oversubscribed. In response to the demand, the company increased the size of the offering, which closed today, consisting of the sale of an aggregate of 7,112,500 common shares at a price of eight cents per share, for aggregate gross proceeds of $569,000 (all amounts in Canadian dollars).

In connection with the offering, the company paid a finder's fee of 6 per cent in cash in the amount of $33,840 to Haywood Securities Inc. in respect of subscribers introduced to the company.

Use of proceeds

The net proceeds from the offering are expected to be used for the following purposes:

• Advancement of the Rumichacha and Cerro Macho properties in Peru, including initial fieldwork, data compilation, geological mapping and sampling, and induced polarization (IP) ground geophysical surveys;
• Community and social engagement initiatives;
• General working capital and corporate purposes.

All securities issued pursuant to the offering are subject to a four-month-and-one-day hold period, expiring on June 5, 2026, in accordance with applicable securities laws and the policies of the TSX Venture Exchange.

Related party transaction

Notably, one insider of the company participated in the offering, acquiring 62,500 shares, underscoring management's confidence in Tesoro's strategy and asset portfolio. Participation by insiders in the offering constitutes a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The offering is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(b) and 5.7(1)(b) thereof, as the company is not listed on a specified market and neither the value of the securities issued to nor the consideration paid by insiders exceeded $2.5-million.

About Tesoro Minerals Corp.

Tesoro Minerals is a junior exploration company focused on the discovery and advancement of high-quality precious and base metal projects in Peru. The company leverages strong in-country expertise and a disciplined, value-accretive approach to project acquisition and exploration.

We seek Safe Harbor.