Mr. Jorge Ramiro Monroy of Reyna Silver reports

REYNA GOLD AND REYNA SILVER COMPLETE PLAN OF ARRANGEMENT AND AMEND GRYPHON SUMMIT OPTION AGREEMENT

Reyna Gold Corp. and Reyna Silver Corp. have completed the previously announced acquisition of all of the issued and outstanding common shares of Reyna Gold by Reyna Silver pursuant to a statutory plan of arrangement under the Business Corporations Act (British Columbia).

"We are delighted to welcome the Reyna Gold shareholders to Reyna Silver," said Jorge Ramiro Monroy, chief executive officer of Reyna Silver. "We thank all the shareholders for their recognition of the synergies and strong support of the merger. Now, we can all look forward to results from our current drill campaign at Gryphon together."

The transaction

Pursuant to the transaction, each holder of Reyna Gold shares received one common share of Reyna Silver for every three Reyna Gold shares held.

As a result of the transaction, 67,231,221 Reyna Gold shares (excluding 838,750 Reyna Gold shares issued in connection with the debt conversion (as defined below)) were converted into approximately 22,410,407 Reyna Silver shares. Former Reyna Gold shareholders (excluding any shares issued in connection with the debt conversion (as defined below) now hold approximately 10 per cent of the issued and outstanding Reyna Silver shares, and existing Reyna Silver shareholders now hold approximately 90 per cent of the issued and outstanding Reyna Silver shares. The new Reyna Silver shares issued to former Reyna Gold shareholders as the consideration are expected to be made available by Reyna Silver's transfer agent to former Reyna Gold shareholders in three to five business days. Registered shareholders of Reyna Gold who have not yet submitted a letter of transmittal in respect of their Reyna Gold shares should submit their letter of transmittal to the depositary for the transaction, TSX Trust Company, as soon as possible. Copies of the letter of transmittal were included with the circular (as defined below) and are also available on Reyna Gold's website.

As part of the transaction, all outstanding options of Reyna Gold vested immediately and were exchanged for the number of options to purchase Reyna Silver shares based on the exchange ratio discussed in further detail in the circular. All replacement options will expire on the earlier of: (i) the expiration date of the underlying option for which the replacement option was exchanged; and (ii) 12 months from the date of issuance of the replacement option.

As a result of the transaction, Renya Gold has become a wholly owned subsidiary of Reyna Silver. Accordingly, the Reyna Gold shares have been halted from trading on the TSX Venture Exchange. Reyna Silver intends to cause the Reyna Gold shares to be delisted from the TSX-V and OTCQB and to submit an application to the applicable securities regulators to cease to be a reporting issuer to terminate its public company reporting obligations as soon as possible.

Full details regarding the transaction and information regarding the procedure for the exchange of Reyna Gold shares for the consideration are provided in the Reyna Gold's management information circular dated Sept. 6, 2024. The circular is available on SEDAR+ under Reyna Gold's profile and on Reyna Gold's website.

Amendment to Gryphon Summit option agreement

Reyna Silver and Reyna Gold are also pleased to announce that they have reached an agreement to amend and restate the terms of their option agreement dated Aug. 29, 2023, with Golden Gryphon USA Inc., pursuant to which Reyna Gold and Reyna Silver, jointly, had the ability to earn an up-to-70-per-cent equity interest in the Gryphon Summit project. The amendments to the original agreement were effected by an amended and restated option agreement dated Oct. 24, 2024, among Reyna Gold, Reyna Silver and Golden Gryphon.

The amended agreement reflects changes resulting from the transaction and provides that Reyna Silver will assume all of Reyna Gold's rights and obligations under the original agreement. As a result, among other things, Reyna Silver now has the sole ability to earn an up-to-70-per-cent equity interest in the project. The amended agreement also defers certain cash payments due to Golden Gryphon on Oct. 31, 2024, until Jan. 31, 2025, in exchange for an additional cash payment of $10,000 and the obligation to issue an additional 100,000 Reyna Silver shares to Golden Gryphon, subject to the policies of and acceptance by the TSX-V.

The amended agreement and the issuance of common shares of Reyna Silver under the amended agreement are conditional on the acceptance of the TSX-V. A copy of the amended agreement will be filed on Reyna Silver's SEDAR+ profile.

The debt conversion

As contemplated in Reyna Gold's Oct. 11, 2024, news release, immediately prior to the consummation of the transaction, Reyna Gold issued 838,750 Reyna Gold shares to certain directors and officers in exchange for the cancellation of $41,937.50 of outstanding director and management fees. The debt shares were issued at a deemed price of five cents in accordance with the policies of the TSX-V. All securities issued pursuant to the debt conversion are subject to a statutory four-month-and-one-day hold period. Pursuant to the transaction, the debt shares issued were converted into common shares of Reyna Silver on the basis of one Reyna Silver share for every three Reyna Gold shares. After giving effect to the transaction and the debt conversion (and subsequent conversion of the debt shares into Reyna Silver shares), there are currently approximately 222,371,274 outstanding Reyna Silver shares. The debt conversion constituted a related-party transaction as that term is defined in Multilateral Instrument 61-101 (Protection of Minority Securityholders in Special Transactions). Reyna Gold relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the debt shares, nor the settled debt exceeded 25 per cent of Reyna Gold's market capitalization.

Resignation and appointment of Reyna Gold directors

Following the transaction, all the directors and officers of Reyna Gold voluntarily agreed to resign from their positions. Jorge Ramiro Monroy, Michael Wood and Alexander Langer have been appointed as the new board of directors of Reyna Gold.

Early warning reporting

By virtue of its acquisition of all of the issued and outstanding Reyna Gold shares under the transaction, Reyna Silver is required to file an early warning report pursuant to National Instrument 62-103 (the Early Warning System and Related Take-Over Bid and Insider Report Issues). A copy of the early warning report will be filed on Reyna Gold's SEDAR+ profile.

About Reyna Gold Corp.

Reyna Gold is a gold exploration company focused on district-scale exploration. Reyna Gold has a portfolio of assets on the Mojave-Sonora megashear and the Sierra Madre gold in Mexico. Reyna Gold has an experienced management team with a proven record of wealth creation through project discovery, advancement and monetization. Reyna Gold is a wholly owned subsidiary of Reyna Silver and intends to apply to have its shares delisted from the TSX-V and OTCQB and to cease to be a reporting issuer.

About Reyna Silver Corp.

Reyna Silver is a growth-oriented junior exploration and development company. Reyna Silver focuses on exploring for high-grade, district-scale silver deposits in Mexico and the United States. In Nevada, United States, Reyna Silver has entered into an option to acquire 70 per cent of the 12,058-hectare Gryphon Summit project. The Gryphon project shows features indicating uniquely superimposed/overprinted silver-lead-zinc-copper carbonate replacement deposit, Carlin gold and critical metal mineralization. Also in Nevada, Reyna Silver is advancing its option to acquire 100 per cent of the Medicine Springs project, where Reyna Silver is exploring a potentially significant silver-lead-zinc-copper CRD-skarn-porphyry system. Reyna Silver's Mexican assets are 100 per cent owned and include the Guigui project and the Batopilas project, both located in Chihuahua state. The Guigui project covers the interpreted source area for the Santa Eulalia carbonate replacement deposit district, and Batopilas covers most of Mexico's historically highest-grade silver system.

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