Mr. P.J. Murphy reports

FORGE RESOURCES CLOSES ACQUISITION OF 60% INTEREST IN AION MINING CORP, FULLY PERMITTED COAL PROJECT

Further to the previous news release dated Feb. 12, 2025, Forge Resources Corp. has formally closed the acquisition of a further interest in Aion Mining Corp., bringing the company's total interest to 60 per cent.

Aion acquisition

Pursuant to the formal agreement, the company acquired common shares of Aion to bring the total ownership of the company to 60 per cent of the postissuance common shares of Aion, calculated on a fully diluted basis. In consideration, the company paid an aggregate amount of $5,308,955.68 to Aion consisting of:

• $2,808,955 in cash on closing;
• 2,873,564 common shares of the company at a deemed price of 87 cents.

The company and Aion plan to use the proceeds of the transaction to further the development of La Estrella project.

The company was also granted a right of first refusal for four years, allowing it to purchase common shares in Aion to offset any further issuances by Aion of securities, to allow the company to maintain a postclosing control position of 60 per cent in Aion's voting securities on a fully diluted basis.

Aion is a non-arm's-length party to the company by reason of Cole McClay being a director of both companies, and Camilo Amador being a director of Aion and an officer of Forge. The terms of the formal agreement were reviewed and approved by a committee of the company's independent directors.

P.J. Murphy, chief executive officer of Forge, stated: "We are excited to report the successful closing of our acquisition, which now brings our total interest in Aion Mining Corp. to 60 per cent. This strategic milestone underscores our commitment to expanding our footprint in the mining industry and aligns with our vision for sustainable growth. Aion's proceeds from this transaction will be dedicated to developing the project's infrastructure, ensuring we have the robust foundations needed to advance our initiatives."

Completion of audit and independent valuation

The company completed an independent valuation conducted by Evans and Evans Inc., a chartered business valuator, which has affirmed the company's asset value. WDM Chartered Professional Accountants has performed an audit of Aion to align with the continuing audit requirements of company.

About Forge Resources Corp.

Forge is a Canadian-listed junior exploration company. The company holds a 60-per-cent interest in Aion, a company that is developing the fully permitted La Estrella coal project in Santander, Colombia. La Estrella contains eight known seams of metallurgical and thermal coal. The company also holds an option on the Alotta project, a prospective porphyry copper-gold-molybdenum project located 50 kilometres southeast of the Casino porphyry deposit in the unglaciated portion of the Dawson Range porphyry/epithermal belt in the Yukon territory of Canada.

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