Dr. Michael Gunning reports

VR FARMS OUT ITS COPPER-NICKEL-PGM PROPERTIES IN ONTARIO, AND DIALS IN EXPLORATION AND DRILL PLANNING IN NEVADA

VR Resources Ltd. has entered into a binding definitive agreement dated Feb. 25, 2026, with Athos Metals Corp., a private company, pursuant to which the company has agreed to sell to Athos its 100-per-cent interest in each of the Empire and Silverback projects, located in Northwestern Ontario. It is the intention of Athos to make the district-scale copper/nickel/platinum group metal exploration strategy commenced by VR in 2024 its core focus going forward, with the express goal of discovering new, mineralized ultramafic intrusions, anchored by local infrastructure.

In connection with the transaction, Athos intends to complete a go-public transaction, which would result in its shareholders receiving shares of a resulting issuer, which are expected to be listed on the TSX Venture Exchange or the Canadian Securities Exchange. Pursuant to the terms of the agreement, following the go-public transaction, the company will hold 9.9 per cent of the resulting issuer's issued and outstanding shares, among other consideration paid in respect of the transaction.

The agreement follows a month-long due diligence process conducted by Athos, actively supported by VR and under exclusivity; it included a site visit to the Empire project on Feb. 17, 2026. The binding terms of the agreement include:

• The consideration payable by Athos for the projects will consist of the share consideration and cash consideration of $400,000, of which $200,000 was paid on execution of the Agreement and is non-refundable, and the balance of which, less agreed deductions, is payable on closing of the transaction;
• Prior to closing Athos to complete an airborne VTEM (versatile time-domain electromagnetic) Plus survey over the Empire property and enter into a drill contract with respect to a follow-up drill program of not less than 2,000 metres;
• Athos to assume all existing royalties and payments to which the projects are subject;
• VR will have the right to nominate one person to the board of directors of the resulting issuer;
• The closing is conditional upon, among other things, conditional approval of the exchange in respect of the go-public transaction and the receipt of all requisite approvals, including regulatory and shareholder approvals, if required, by both companies.

Dr. Michael Gunning, chief executive officer of the company, commented: "We are excited about this transaction for our shareholders. We believe in the potential for Empire-Silverback, and our 9.9-per-cent position will preserve the future upside potential of the district-scale copper/nickel/PGM exploration strategy that we developed via active exploration on the ground at Empire and Silverback during the past two years. Further, that upside potential is near term, with a VTEM airborne survey planned for this spring and follow-up drilling planned for this summer, based on an ongoing integration of an ever-expanding array of exploration data.

"For the company, the cash component of this agreement will make a material difference to our treasury and our current and ongoing exploration focus in Nevada going forward.

"I am impressed by the commitment demonstrated by the team at Athos this past month. The due diligence has been engaged, active and constructive; no stone was left unturned in terms of work done to date, mineral potential established and exploration strategies going forward.

"We look forward to working with Athos in a similarly committed process over the coming months, towards a successful go-public process and ultimately to drilling planned for this summer on numerous established targets spanning two if not three separate properties in the emerging district, including the mineralized intrusion at Westwood [...] located just off the Trans-Canada Highway."

Technical information

Technical information disclosed by the company has been prepared in accordance with the Canadian regulatory requirements set out in National Instrument 43-101. Technical information contained in this document and on the company's website has been reviewed and approved on behalf of the company by the president and chief executive officer, Dr. Michael Gunning, PhD, PGeo, a non-independent qualified person.

About VR Resources Ltd.

VR is an established junior exploration company based in Vancouver. VR evaluates, explores and advances opportunities in copper, gold and critical metals in Nevada, United States, and Ontario, Canada. VR applies modern exploration technologies, in-house experience and expertise in greenfields exploration to large-footprint mineral systems in underexplored areas/districts. The foundation of VR is the proven record of its board in early-stage exploration, discovery, and M&A (mergers and acquisitions). VR owns its projects outright and evaluates new opportunities on a continuing basis, whether by staking or acquisition.

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