Mr. Alex Black reports

RIO2 ANNOUNCES CLOSING OF C$63 MILLION PUBLIC OFFERING AND C$5 MILLION PRIVATE PLACEMENT

Rio2 Ltd. has closed its previously announced public offering of 97,307,710 common shares of the company at a price of 65 cents per common share for gross proceeds of approximately $63-million, including the full exercise of the agents' option. The public offering was conducted pursuant to the terms and conditions of an agency agreement entered into between the company and Raymond James Ltd. and Eight Capital, along with Paradigm Capital Inc. and Pollitt & Co. Inc. In addition to the closing of the public offering, the company has closed its non-brokered private placement of common shares to Wheaton Precious Metals International Ltd. for proceeds of $5-million at 65 cents per share.

The total proceeds of the public offering and the Wheaton private placement, together with the $120-million (U.S.) financing package with Wheaton previously disclosed on Oct. 21, 2024, is approximately $170-million (U.S.).

Alex Black, the company's executive chairman, commented: "The closing of the financing package marks a major achievement for the company, as funding for the construction of Fenix gold is now complete. We are grateful for the support we have received from our stakeholders and look forward to advancing Fenix gold into production."

The company intends to use the net proceeds from the public offering and the Wheaton private placement for the construction, development, operation, commissioning and ramp-up, and general working capital for the project.

The public offering and the Wheaton private placement remain subject to certain closing conditions, including, but not limited to, the receipt of all necessary regulatory approvals, including the final listing approval of the TSX Venture Exchange. The common shares issued to Wheaton under the Wheaton private placement are subject to a four-month hold period, ending on March 1, 2025.

In connection with the public offering, the company filed a prospectus supplement dated Oct. 23, 2024, to the company's short form base shelf prospectus dated Oct. 16, 2024. Copies of the supplement and base prospectus are available under the company's profile on SEDAR+.

Technical information

The scientific and technical content of this news release has been reviewed, approved and verified by Ronoel Vega, Min, Eng, MMBA, FAusIMM, who is a qualified person under National Instrument 43-101 -- Standards of Disclosure for Mineral Projects. For additional information regarding the project, including key parameters, assumptions and risks associated with its development, see the independent technical report entitled "NI 43-101 Technical Report on the Feasibility Study for the Fenix Gold Project," dated Oct. 18, 2023, with an effective date of Oct. 16, 2023, a copy of which is available under Rio2's SEDAR+ profile.

About Rio2 Ltd.

Rio2 is a mining company with a focus on development and mining operations, with a team that has proven technical skills as well as a successful capital markets record. Rio2 is focused on taking its Fenix gold project in Chile to production in the shortest possible time frame based on a staged development strategy. Rio2 and its wholly owned subsidiary, Fenix Gold Ltda., are companies with the highest environmental standards and responsibility, with the firm conviction that it is possible to develop mining projects that respect the three pillars (social, environment and economics) of responsible development. Rio2 reaffirms its commitment to apply environmental standards beyond those that are mandated by regulators, seeking to protect and preserve the environment of the territories that it operates in.

We seek Safe Harbor.