Mr. Neil Woodyer reports

ARIS MINING TO INCREASE OWNERSHIP IN SOTO NORTE PROJECT TO 51% AND COMMENCES STUDY TO ASSESS NEW DEVELOPMENT PLAN

Aris Mining Corp. has entered into a binding agreement with MDC Industry Holding Company LLC (Mubadala), a wholly owned subsidiary of the Abu Dhabi-based investment company Mubadala Investment Company PJSC, whereby, subject to certain customary conditions, Aris Mining will acquire an additional 31-per-cent joint venture interest in the Soto Norte gold-copper project in Colombia (Soto Norte or PSN) and amend the current joint venture agreement to account for this change in ownership. Soto Norte is one of the largest undeveloped underground gold projects in South America, set to employ modern and sustainable mining practices:

• Acquisition of 51 per cent of PSN and share exchange: Aris Mining will acquire an additional 31-per-cent joint venture interest in PSN from Mubadala, bringing its total ownership to 51 per cent. In exchange, Aris Mining will issue 15.75 million shares to Mubadala, representing an approximate 9.9-per-cent ownership stake based on Aris Mining's issued and outstanding shares as of March 31, 2024, with an additional six million shares to be issued on receipt of an environmental license for PSN.
• New, smaller-scale development plan: Aris Mining has completed optimization studies of a smaller, more efficient development plan for PSN. Key changes include reducing the environmental footprint, building a smaller processing plant with a longer operating life, adopting a flexible mining method to target higher-grade material earlier in the mine life and installing a paste backfill plant to minimize surface tailings storage requirements.
• Strategic and operational benefits: With a 51-per-cent controlling interest, Aris Mining will integrate the PSN development team into its management structure and procedures, enhancing operational efficiencies and creating synergies.

Neil Woodyer, Aris Mining's chief executive officer, stated: "As the only mining company with operational experience to own and operate Soto Norte, we believe a new, smaller-scale development plan with a reduced environmental footprint is the right path forward. Aris Mining also plans to incorporate processing solutions for contract mining partners into the design and development of Soto Norte, following the successful partnership model developed at our Segovia operations in Colombia. Based on the attractive results of our preliminary work, we are initiating a prefeasibility study (PFS) of the new development plan, which is expected to be complete by early 2025.

"In support of this plan, we are delighted to become the 51-per-cent controlling shareholder of the Soto Norte joint venture at closing, enabling Aris Mining to develop this very attractive project."

Soto Norte transaction:

• On closing, Aris Mining will issue 15.75 million common shares to Mubadala. These shares will be subject to a 12-month hold period, inclusive of a four-month statutory hold period and an additional eight-month contractual restriction on transfer.
• Following receipt of an environmental licence to develop PSN, Aris Mining will issue an additional six million common shares to Mubadala, which, together with the 15.75 million common shares issued at closing, would increase Mubadala's ownership stake to approximately 13 per cent based on Aris Mining's issued and outstanding shares as of March 31, 2024.
• The current market value of the 21.75 million Aris Mining shares to be issued to Mubadala is $90-million (U.S.).
• On closing, Aris Mining will hold a 51-per-cent interest in PSN and Mubadala will retain a 49-per-cent interest. The current option held by Aris Mining to acquire an additional 30-per-cent interest in PSN will be terminated. Aris Mining will continue to be the operator of PSN.
• Aris Mining and Mubadala have mutual right-of-first-offer (ROFO) rights, should a partner choose to exit the joint venture.
• As a result of Aris Mining integrating the PSN development team into its management structure and procedures, Aris Mining will sole finance certain operating costs on behalf of the joint venture during the prelicensing period. Non-operating and project construction costs will be financed on a pro rata ownership basis.
• Closing of the transaction is expected to occur in June, 2024, following satisfaction of customary closing conditions, including execution of definitive documentation related to the issuance of the shares, and approval of the Toronto Stock Exchange and the NYSE American.

Soto Norte project and planned optimizations

In March, 2022, Aris Mining disclosed the results of mineral resource and reserve estimates, and the results of a feasibility study for the Soto Norte gold project in a National Instrument 43-101-compliant technical report, with an effective date of Jan. 1, 2021. The feasibility study includes a 7,200-tonne-per-day (tpd) capacity processing plant with average annual production of over 450,000 gold ounces (oz) over an 11-year production period, at average all in sustaining cost (AISC) of $471 (U.S.)/oz from a five million ounce mineral reserve.

In 2023, Aris Mining commissioned a technical and economic assessment of PSN that considered a scaled-down mining concept. Aris Mining is now commissioning a new PFS and NI 43-101-compliant technical report for the scaled-down concept, both of which are expected to be completed in Q1 2025. The new PFS will include the assessment of the key project optimizations described in the table entitled "Key project optimizations to be evaluated in the new PFS."

Conference call

Management will host a conference call on Thursday, May 23, 2024, at 9 a.m. Eastern Time/6 a.m. Pacific Time to discuss this transaction. The call will be webcast and can be accessed at Aris Mining's website.

Participants may gain expedited access to the conference call by registering on-line. Upon registering, call-in details will be displayed on screen. Using these call details will bypass the operator and avoid the call queue. Registration will remain open until the end of the live conference call.

Participants who prefer to dial in and speak with a live operator can access the call by dialling:

• Toll-free North America: 1-844-763-8274;
• International: 1-647-484-8814.

After the call, an audio recording will be available via telephone for seven days, until end of day May 30, 2024. The recording can be accessed by dialling:

• Toll-free in the United States and Canada: 1-855-669-9658;
• International: 1-604-674-8052;
• Using the access code: 0915 followed by the pound key.

A replay of the event will be archived at Aris Mining's website.

Technical disclosure and qualified person

The technical information in this news release was reviewed and approved by Pamela De Mark, PGeo, senior vice-president, geology and exploration, for Aris Mining, who is a qualified person as defined by NI 43-101. Unless otherwise indicated, the mineral resource and reserve estimates, scientific disclosure, and technical information included in this news release are based upon information included in the following NI 43-101-compliant technical report: "NI 43-101 technical report feasibility study of the Soto Norte gold project, Santander, Colombia," dated March 21, 2022, with an effective date of Jan. 1, 2021 (the Soto Norte technical report). The Soto Norte technical report was prepared by Ben Parsons, MSc, MAusIMM, CP (competent person), Chris Bray, BEng, MAusIMM (CP), and Dr. John Willis PhD, BE (MET), MAusIMM (CP), and Dr. Henri Sangam, PhD, PEng, each of whom is independent of Aris Mining within the meaning of NI 43-101, and is a qualified person as such term is defined in NI 43-101. The report was also prepared by Robert Anderson, PEng, a qualified person who is considered non-independent of Aris Mining. The Soto Norte technical report is available for download on Aris Mining's website, and on Aris Mining Holdings Corp.'s (Aris Holdings) SEDAR+ profile and in Aris Mining's filings with the SEC (Securities and Exchange Commission). Aris Holdings is a subsidiary of Aris Mining.

About Aris Mining Corp.

Aris Mining is a gold producer in the Americas, currently operating two mines with expansions under way in Colombia. The Segovia operations and the Marmato upper mine produced 226,000 ounces of gold in 2023. Aris Mining is targeting a production rate of 500,000 ounces of gold per year in the second half of 2026, following a ramp-up period after the Segovia mill expansion, scheduled for completion in Q1 2025, and the Marmato lower mine's first gold pour in late 2025. Aris Mining also operates the Soto Norte joint venture, where environmental licensing is advancing to develop a new underground gold, silver and copper mine. In Guyana, Aris Mining is advancing Toroparu, a gold/copper project. Aris Mining intends to pursue acquisitions and other growth opportunities to unlock value through scale and diversification.

Aris Mining promotes the formalization of artisanal and small-scale mining into contract mining partners, as this process enables all miners to operate in a legal, safe and responsible manner that protects them and the environment.

We seek Safe Harbor.