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Tri-River Ventures Inc
Symbol TVR
Shares Issued 26,695,431
Recent Sedar Documents

Tri-River Ventures cancels Tyromer Technology Asia RTO

2025-12-05 15:15 ET - News Release

Subject: TRV - News Release to be disseminated Word Document

File: '\\swfile\EmailIn\20251205 120204 Attachment 20251205_TRV_NR_Termination of Tyromer RTO agreement.docx'

TRI-RIVER VENTURES INC.

74709683.5

December 5, 2025

This news release is not for distribution to U.S. newswire services for dissemination in the United States

Cancellation of Definitive Agreement for Reverse Take-over Transaction

Vancouver, British Columbia, December 5, 2025 - Further to its Februry 8, 2024 news release, Tri-River Ventures Inc. ("Tri-River" or the "Company") (TSX-V Symbol: TVR.H) announces that the definitive agreement (the "Definitive Agreement") dated January 17, 2024 with Tyromer Technology Asia Ltd. ("TTA") for a reverse takeover transaction (the "Transaction") with TTA under the policies of the TSX Venture Exchange ("TSXV") is terminated.

Pursuant to the terms of the Agreement and mutual communications, both parties agreed that the Transaction should be cancelled. Tri-River will start to look for other business opportunities.

About Tri-River Ventures

Tri-River Ventures Inc. does not currently have an active business and is listed on the NEX Board of the TSXV. The common shares of Tri-River have been halted from trading for some time due to Tri-River not meeting public share distribution requirements of the TSXV. Further disclosure regarding the reinstatement of trading will be provided in due course.

Contact Information

Y.B. Ian He, Director

604-306-5867

info@tririver-venture.com

NEITHER TSX VENTURE EXCHANGE NOT ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

Forward-looking Statements

This news release contains certain "forward-looking statements" and certain "forward-looking information" as defined under applicable securities laws ("forward-looking statements and information"). Forward-looking statements and information can generally be identified by the use of forward-looking terminology such as "may", "will", "expect", "intend", "continue", "plans" "anticipates" or similar terminology. Forward-looking statements and information include, but are not limited to, statements with respect to the Transaction, the requisite regulatory and shareholder approvals in respect thereof. Although Tri-River (the "Company") believe that the expectations reflected in such forward-looking statements and/or information are reasonable, undue reliance should not be placed on forward-looking statements since the Company can give no assurance that such expectations will prove to be correct. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements, including the risks, uncertainties and other factors identified in the Company's periodic filings with the Canadian securities regulators, and assumptions made with regard to: the Company's ability to complete the proposed Transaction; the Company's ability to secure necessary shareholder, legal and regulatory approvals required to complete the Transaction; Furthermore, the forward-looking statements and information contained in this news release are made as at the date of this news release and neither of the Company's undertake to update and/or revise any forward-looking statement or information contained herein, whether as a result of additional information, future events and/or otherwise, except as may be required by applicable securities laws.

.

PDF Document

File: Attachment 20251205_TRV_NR_Termination of Tyromer RTO agreement.pdf

TRI-RIVER VENTURES INC.

December 5, 2025

This news release is not for distribution to U.S. newswire services for dissemination in the United States

Cancellation of Definitive Agreement for Reverse Take-over Transaction

Vancouver, British Columbia, December 5, 2025 Further to its Februry 8, 2024 news release, Tri-River Ventures Inc. ("Tri-River" or the "Company") (TSX-V Symbol: TVR.H) announces that the definitive agreement (the "Definitive Agreement") dated January 17, 2024 with Tyromer Technology Asia Ltd. ("TTA") for a reverse takeover transaction (the "Transaction") with TTA under the policies of the TSX Venture Exchange ("TSXV") is terminated.

Pursuant to the terms of the Agreement and mutual communications, both parties agreed that the Transaction should be cancelled. Tri-River will start to look for other business opportunities.

About Tri-River Ventures

Tri-River Ventures Inc. does not currently have an active business and is listed on the NEX Board of the TSXV. The common shares of Tri-River have been halted from trading for some time due to Tri-River not meeting public share distribution requirements of the TSXV. Further disclosure regarding the reinstatement of trading will be provided in due course.

Contact Information Y.B. Ian He, Director 604-306-5867 info@tririver-venture.com

NEITHER TSX VENTURE EXCHANGE NOT ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE)

ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

Forward-looking Statements

This news release contains certain "forward-looking statements" and certain "forward-looking information" as defined under applicable securities laws ("forward-looking statements and information"). Forward-looking statements and information can generally be identified by the use of forward-looking terminology such as "may", "will", "expect", "intend", "continue", "plans" "anticipates" or similar terminology. Forward-looking statements and information include, but are not limited to, statements with respect to the Transaction, the requisite regulatory and shareholder approvals in respect thereof. Although Tri-River (the "Company") believe that the expectations reflected in such forward-looking statements and/or information are reasonable,

74709683.5 TRI-RIVER VENTURES INC.

undue reliance should not be placed on forward-looking statements since the Company can give no assurance that such expectations will prove to be correct. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements, including the risks, uncertainties and other factors identified in the Company's periodic filings with the Canadian securities regulators, and assumptions made with regard to: the Company's ability to complete the proposed Transaction; the Company's ability to secure necessary shareholder, legal and regulatory approvals required to complete the Transaction; Furthermore, the forward-looking statements and information contained in this news release are made as at the date of this news release and neither of the Company's undertake to update and/or revise any forward-looking statement or information contained herein, whether as a result of additional information, future events and/or otherwise, except as may be required by applicable securities laws. .

74709683.5

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