Metalero Mining Corp. — M&A Activity 2025

Feb 20, 2025

METALERO MINING CORP.

Metalero Mining Corp.
10545 - 45 Avenue NW
250 Southridge, Suite 300
Edmonton, AB CANADA T6H 4M9

METALERO ANNOUNCES AMENDMENT TO OPTION AGREEMENT

Edmonton, AB – February 20, 2025 – Metalero Mining Corp. (the “Company” or “Metalero”) (TSXV: MLO; OTCPK: CRTTF) announces that it has entered into an agreement (the “Amendment Agreement”) amending the option agreement entered into on May 16, 2024 (the “Option Agreement”) between the Company and Vulcan Resources Corp. (“Vulcan” or the “Optionee”), granting Vulcan the exclusive right to purchase all the Company’s right, title, and interest in the mining claims comprising the Grayson and Powerline properties in Nevada (collectively the “Properties”), subject to an existing underlying 2.0% net smelter returns royalty (the “NSR”).

Under the terms of the Option Agreement, Vulcan was required, among other things, to make certain annual cash payments over a period of five (5) years from the listing of the Optionee’s common shares on a recognized stock exchange. Pursuant to the amendment, the parties agreed to amend the total cash payments to a total of $125,000 payable to the Company (which has been paid), the issuance of 4 million common shares of Vulcan to the Company, and the Optionee will assume all annual maintenance fees to the Bureau of Land Management to maintain the Properties in good standing.

All other terms of the Option Agreement, including the NSR, remain unchanged and can be found in the Company’s press release dated June 4, 2024.

About Metalero Mining Corp.

Metalero Mining Corp. is a Canadian-based junior exploration company with offices in Vancouver and Edmonton. Metalero is nearing completion of a restructuring which has included a management change and new project focus, making its drill-ready gold assets in Nevada available for sale or option.

On behalf of the Board of Directors

“Rob L’Heureux”

Rob L’Heureux, Chief Executive Officer and President

Email: robl@metalsgroup.com

Telephone: +1.780.437.6624

www.metalsgroup.com

Metalero is part of the Metals Group of Companies, managed by exploration professionals who stand for technical excellence, robust project selection and strong corporate governance, with a proven ability to identify and capitalize on investment opportunities and deliver shareholder returns.

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This news release may contain certain “forward looking statements”. Forward-looking statements involve known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Any forward-looking statement speaks only as of the date of this news release and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct or that any of the events anticipated by forward-looking statements will transpire or occur, or if any of them do, what benefits the Company will derive therefrom. All forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

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