Ormonde Mining PLC - Investee Company Update: TRU Precious Metals

31 July 2024

Ormonde Mining plc

("Ormonde" or the "Company")

Investee Company Update: TRU Precious Metals

TRU Signs Definitive Option Agreement with Eldorado Gold to Earn 80% Ownership of Golden Rose Project

Ormonde Mining plc (AQSE: ORM), a natural resources company with investment exposure to exploration assets including gold and copper in Newfoundland and nickel in Scotland, notes an announcement on 30 July 2024 by its 36.2%-owned investee company, TRU Precious Metals Corp. (TSXV: TRU, OTCQB: TRUIF) ("TRU"), which is exploring for gold and copper in the highly prospective Central Newfoundland Gold Belt in Canada.

TRU has announced it has entered into a definitive option agreement with Eldorado Gold Corporation (TSX:ELD, NYSE:EGO) ("Eldorado") granting Eldorado the exclusive option to earn an 80% ownership interest in TRU's Golden Rose Project, strategically located along the gold deposit-bearing Cape Ray - Valentine Lake Shear Zone in Central Newfoundland.

Brian Timmons, Executive Chair of Ormonde, commented:

"This is the most significant portfolio company development for Ormonde to date and follows its investment in TRU and the Golden Rose project made only within the last 12 months. Eldorado is a well-capitalised and experienced mid-tier producer capable of significantly advancing a project such as Golden Rose. For a company of the size and status of Eldorado to option into Golden Rose at such an early stage of exploration we consider a huge endorsement both of the asset itself, which is flanked by gold deposits, and of TRU's and Ormonde's work to date in consolidating the landholding and identifying the potential therein. Ormonde believes the deal will accelerate the advancement of the Project's gold and copper potential, while the cash payments will help fund TRU's corporate overhead as it remains operator of the Project."

The full announcement issued by TRU appears below:

TRU Grants Option to Acquire 80% Ownership of TRU's Golden Rose Project

Toronto, Ontario - July 30, 2024 - TRU Precious Metals Corp. (TSXV:TRU, OTCQB:TRUIF, FSE:706) ("TRU" or the "Company") is pleased to announce that it has signed a definitive earn-in agreement (the "Option Agreement") with Eldorado Gold Corporation (TSX:ELD, NYSE:EGO) ("Eldorado"), effective July 29, 2024, pursuant to which Eldorado has been granted the exclusive option (the "Option") to earn an 80% ownership interest in TRU's Golden Rose Project (as defined below), strategically located along the gold deposit-bearing Cape Ray - Valentine Lake Shear Zone in Central Newfoundland (see Figure 1). All figures are in Canadian dollars, unless otherwise stated.

TRU Co-Founder and CEO Joel Freudman commented: "We are thrilled to partner with Eldorado to advance the Golden Rose Project, which we consider a strong endorsement of the work completed since optioning the initial land package from Altius Minerals in 2021, including leveraging the support of our strategic investor Ormonde Mining over the past year. Eldorado's expenditures under the Option Agreement will accelerate the advancement of the Project's gold and copper potential, while the cash payments will help fund TRU's corporate overhead as we remain operator of the Project."

 Figure 1: Golden Rose Project Location

Terms of the Option Agreement

In order to acquire an 80% interest in the Golden Rose Project, Eldorado must make payments and incur exploration expenditures ("Exploration Expenditures") on or before the corresponding dates set forth below:

Pursuant to the terms of the Option Agreement, TRU will initially act as operator of the Golden Rose Project. A technical committee, comprised of three Eldorado representatives and two TRU representatives, will review work programs, exploration expenditures and provide guidance on operations.

The Option Agreement, if exercised, would result in Eldorado owning an 80% interest in each of (a) TRU's 100%-owned mineral claims and (b) TRU's right to acquire up to a 65% interest in certain contiguous mineral claims pursuant to an option agreement with Quadro Resources Ltd., as amended (collectively, the "Golden Rose Project", "Golden Rose", or the "Project").

Upon Eldorado exercising the Option, TRU and Eldorado will negotiate and enter a joint venture agreement. If TRU's interest in such joint venture is diluted below 10%, its interest would convert to a 2% net smelter returns royalty, of which 1% would be re-purchasable by Eldorado for $5,000,000 at the time of commercial production.

The Option Agreement also contains a mechanism by which Eldorado will relinquish rights to portions of the Project containing discoveries of certain excluded critical minerals, specifically zinc and nickel, so that TRU remains beneficial owner of any non-gold and non-copper discoveries.

The Option Agreement is subject to certain conditions, namely: (i) final approval by the TSXV, (ii) approval by the shareholders of the Company as required by the TSXV, which TRU proposes to obtain by written consent; and (iii) TRU's receipt of certain permits required to conduct Exploration Expenditures. The completion of the granting of the Option is expected on or about August 6, 2024

A copy of the Option Agreement will be filed under TRU's SEDAR+ profile at www.sedarplus.ca. The description of the Option Agreement contained herein is qualified by the complete text of the Option Agreement.

Shareholder Meeting Results

The Company is also reporting voting results from the Annual & Special meeting held on July 29, 2024. Shareholders approved all items of business, including electing each of the directors nominated by management, namely, Joel Freudman, Manish Kshatriya, Brian Timmons, Steve Nicol and Steven Agnew. The shareholders also approved: the reappointment of McGovern Hurley LLP, Chartered Professional Accountants, as auditors of the Company for the ensuing year; the Company's stock option plan; advance authorization of the potential voluntary delisting of the Company's common shares from TSXV, although such initiative is not currently contemplated; advance authorization of a potential corporate name change, although such initiative is not currently contemplated; and advance authorization of a potential consolidation of the Company's common shares, although such initiative is not currently contemplated.

About Eldorado Gold Corp.

Eldorado is a gold and base metals producer with mining, development and exploration operations in Türkiye, Canada and Greece. The Company has a highly skilled and dedicated workforce, safe and responsible operations, a portfolio of high-quality assets, and long-term partnerships with local communities. Eldorado's common shares trade on the Toronto Stock Exchange (TSX: ELD) and the New York Stock Exchange (NYSE: EGO).

TRU's announcement can be found at the following link: https://www.trupreciousmetals.com/news-page/tru-precious-metals-enters-definitive-option-agreement-with-eldorado-gold

About TRU Precious Metals Corp.

TRU (TSXV:TRU, OTCQB:TRUIF, FSE:706) is on a mission to build long-term shareholder value through prudent natural resource property development and transactions. TRU is exploring for gold and copper in the highly prospective Central Newfoundland Gold Belt on its 100%-owned Golden Rose Project, originally optioned from TSX-listed Altius Minerals. Golden Rose is a regional-scale 264.25 km2 land package, including 45 km of strike length along the deposit-bearing Cape Ray - Valentine Lake Shear Zone, directly between Calibre Mining's Valentine Gold Project and AuMega Metals' Cape Ray Gold Project. In addition, TRU has an option with Quadro Resources Ltd. to acquire up to an aggregate 65% ownership interest in two claim packages covering 33.25 km2, including a 12 km strike length along the Shear Zone within Golden Rose. TRU is approximately 36%-owned by European strategic investor Ormonde Mining plc (AQSE:ORM).

TRU is a portfolio company of Resurgent Capital Corp. ("Resurgent"), a merchant bank providing venture capital markets advisory services and proprietary financing. Resurgent works with promising public and pre-public micro-capitalization companies listing on Canadian stock exchanges. For more information on Resurgent and its portfolio companies, please visit Resurgent's website at https://www.resurgentcapital.ca/ and follow Resurgent on LinkedIn at https://ca.linkedin.com/company/resurgent-capital-corp.

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About Ormonde Mining

Ormonde is a natural resource company which provides its shareholders with exposure to quality and diverse assets across a range of strategic minerals. Ormonde's portfolio includes an initial 36.2% interest in TRU Precious Metals (TSXV: TRU), which is exploring for gold and copper in the highly prospective Central Newfoundland Gold Belt in Canada, and a 20% interest in Peak Nickel Limited, which is advancing exploration on a potentially significant nickel project in Scotland.

Ormonde's shares are listed on the Aquis Stock Exchange Growth Market under the symbol AQSE: ORM.

For more information, visit the Company's website at www.ormondemining.com. 

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