Mr. Jason Cubitt reports

PROAM EXECUTES DEFINITIVE AGREEMENT ON GOLDEN RIDGE

Further to its news release dated Jan. 12, 2026, ProAm Explorations Corp. has entered into a definitive option agreement dated Jan. 31, 2026, pursuant to which the company may acquire a 100-per-cent interest in the Golden Ridge project.

Terms of option agreement

Cash payments

The purchaser shall pay the vendors $1.44-million as follows:

• $180,000 upon signing of the option agreement;
• $180,000 on each of the seven anniversaries thereafter.

Work commitment

The buyer shall incur $250,000 in project expenditures, consisting of:

• At least $75,000 within the first 12 months after signing;
• The remaining cash expenditure within 60 months after signing.

Royalty reservation

The vendors shall retain a 2-per-cent net smelter return (NSR) royalty, of which:

• The buyer may buy back 1-per-cent NSR royalty for $2.5-million at any time.

The option agreement is arm's length with a private vendor and remains subject to TSX Venture Exchange approval.