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Alaros closes acquisition of Nevada tungsten properties

2026-07-13 17:12 ET - News Release

Mr. Alex Norton reports

ALAROS EXPLORATION INC. ANNOUNCES CLOSING OF ACQUISITION TO ACQUIRE TUNGSTEN PROPERTIES IN NEVADA

Alaros Exploration Inc. has completed its previously announced acquisition of certain exploration leases for tungsten properties located in the state of Nevada by acquiring 1001528518 Ontario Inc. pursuant to a share exchange agreement entered into on May 20, 2026.

Pursuant to the share exchange agreement, the company acquired all of the issued and outstanding shares of the target, resulting in the target becoming a wholly owned subsidiary of the company. As consideration for the acquisition of the target, the company issued an aggregate of 10.5 million common shares in the capital of the company to the shareholders of the target at a deemed issuance price of five Canadian cents per share, for total aggregate compensation of $525,000 (Canadian).

The properties comprise the Toy property, consisting of five claims located in Churchill county, Nevada, and the Nightingale property, consisting of approximately 221 acres in the Nightingale district within Pershing county, Nevada. The Nightingale district has a rich mining history dating back to the 1920s, when several small but high-grade tungsten mines operated along the approximately seven kilometres (km) mineralized trend. Both properties have excellent year-round access via state and secondary roads, and close infrastructures within Churchill and Pershing counties, and the nearby (72 air km) city of Reno, Nev.

The target signed exploration leases (with options to purchase) with Blacklight Holdings LLC, of Nevado, the owner of the properties, in April, 2026. Pursuant to such agreements, the target (now the company) is required to make annual leasing payments of $50,000 (U.S.) over six years and at any time during the term of the lease can purchase the properties for $1.4-million (U.S.). Blacklight Holdings acquired the properties in January, 2014. To date, only limited routine exploration work has been done on the properties.

The company is also pleased to announce the completion and filing of a National Instrument 43-101-compliant, Standards of Disclosure for Mineral Projects, technical report for the Nightingale property. The report, titled "Technical Report Nightingale Tungsten-Silver-Copper Property, Pershing County, Nevada, USA," with an effective date of June 1, 2026, has been filed under the company's profile on SEDAR+. The report is written by Greg Ferddock, certified professional geologist, a qualified person (as that term is defined under NI 43-101) who is independent of the company.

The company intends to complete and file a business acquisition report (BAR) in respect of the transaction, in compliance with National Instrument 51-102. The consideration shares will be issued with a hold period such that they may not be traded until the day that is the greater of: (i) four months from their date of issuance; and (ii) 10 trading days following the filing the BAR.

Qualified person

Greg Ferddock, PGeo, is a qualified person within the meaning of National Instrument 43-101, and has reviewed and approved the technical information contained in this news release.

The target and the company are arm's length to one another. Completion of the transaction will not result in a fundamental change or the creation of any new control person, as such terms are defined under the policies of the CSE. No finders' fees are payable in connection with the transaction.

About Alaros Exploration Inc.

The company is engaged in the business of mineral property exploration and development. The company has the exclusive option to acquire a 100-per-cent interest, subject to a 3-per-cent net smelter return royalty, in the Birk Creek property, which collectively consists of 13 mineral claims covering approximately 2,786 hectares located in the Kamloops mining division in British Columbia. Following the completion of the transaction, the company also holds exploration leases (with options to purchase) for its Toy and Nightingale properties, located in Nevada.

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