Resouro Gold Inc. (TSXV:RAU) entered into binding term sheet to acquire 33% stake in Tiros Rare Earths and Titanium Project in Brazil from Christopher Eager on February 12, 2023. The consideration for the acquisition will be in shares of Resouro Gold Inc. The transaction is subject to Completion of definitive acquisition and farm-in agreements, Renaming of all entities to reflect the names described in this release, Confirmation of transfer of all Tiros Mineral Rights into Tiros Minerais Estratégicos Mineração Ltda and All TSX Venture Approvals. As of July 24, 2023, Resouro entered into an agreement with Resmin Pte Ltd. (?Resmin?), a company controlled by Christopher Eager, President and CEO of the Company, to acquire all the issued and outstanding ordinary shares of Brazil Copper Pte Ltd. (Singapore) (?BCS?) and it entered into an option and farm-in agreement (the ?Tiros Agreement?) with RBMConsultoria Mineral Eireli (?RMB?), Rodrigo De Brito Mello (?Rodrigo?), BCS and Brazil Copper Mineração Ltda. (?BCML? and, together with RMB, Rodrigo and BCS, the ?Parties?). Pursuant to the agreements, Resouro will acquire a 33.3% interest in the Tiros Project and it will have the right to earn the remaining interest in the Tiros Project upon certain milestones being achieved. Completion of the transaction is subject to customary closing conditions and obtaining all necessary regulatory approvals, including the approval of the TSX Venture Exchange. Under the terms of the Tiros Agreement, RBM and Rodrigo will fully assign and transfer all legal rights and title to certain mineral rights in respect of the lands encompassing the Tiros Project (the ?RBM Mineral Rights?) to BCML, a subsidiary of BCS, in exchange for the issuance of 160,000 BCS Shares to RBM, representing 66.7% of the issued and outstanding BCS Shares, resulting in Resouro maintaining a 33.3% equity stake in BCS. Within 90 days of executing the Tiros Agreement, BCS will change its name to Tiros Stratmet Pte Singapore (?TSPS?), and BCML will change its name to Tiros Minerais Estratégicos Mineração Ltda (?TMEL?). As of October 20, 2023, Resouro entered into a First Addendum ('First Addendum') to accelerate the earn-in arrangements for the acquisition of all interests on the Tiros Rare Earths and Titanium Project. On March 7, 2024, the Company received the approval from the TSX Venture Exchange (the "Exchange") of the documentation filed concerning the Tiros Acquisition.

Resouro Gold Inc. (TSXV:RAU) completed the acquisition of 33% stake in Tiros Rare Earths and Titanium Project in Brazil from Christopher Eager for CAD 0.23 million on March 8, 2024. Pursuant to the Tiros Agreement and the First Addendum, Resouro Gold will issue 1,642,000 Common Shares and 750,000 performance warrants that will vest and be convertible for no additional consideration, into Common Shares on completion of a Detailed Feasibility Study on the Tiros Project.