Star Metro - TRU Executes Joint Venture Agreement Governing Its 51% interest in the Staghorn Property at Golden Rose

The JV is deemed to have been in existence since July 5, 2025, being the commencement date under the JVA, following the Company's election not to exercise the additional option to increase its interest in the Staghorn Property as detailed in the Company's news release dated August 6, 2025. The Staghorn Property represents approximately 11% of the total Golden Rose land package.

The JVA, which contains industry standard terms and is consistent with the framework set out in the option agreement between TRU and Quadro dated June 15, 2022, as amended (the "Option Agreement") provides, among other things, that:

• the parties will fund exploration and other JV expenditures on the Staghorn Property on a pro rata basis in accordance with their respective participating interests;

• a management committee will be established consisting of two representatives appointed by TRU and one representative appointed by Quadro;

• TRU will act as operator of the JV and will be entitled to a 10% operator's fee on JV expenditures;

• annual programs and budgets are to be presented to the JV management committee at the beginning of each year for approval, with cash calls made quarterly;

• a party's participating interest will be subject to dilution in the event it does not fund its share of approved expenditures;

• the JVA includes customary dilution provisions, pursuant to which a participant's interest may be reduced in the event it does not fund its share of approved expenditures, and which contemplate alternative forms of participation in certain circumstances, which may include a 1% net smelter returns royalty of which 0.5% would be re-purchasable by TRU for $1,000,000, subject to the terms of the JVA; and

• The JVA is subject to the rights of Eldorado Gold Corporation ("Eldorado") under its earn‑in agreement with TRU, pursuant to which Eldorado has the option to fund CAD $15.25 million in cash payments and exploration expenditures over a five‑year period to earn an 80% interest in the Golden Rose Project. The exercise of that option may require amendment and restatement of the JVA to give effect to Eldorado's rights.

TRU CEO Steve Nicol commented: "We are very pleased to have completed the final JVA with Quadro, our partner on the Staghorn Property, and appreciate the spirit of professional and businesslike collaboration which has permeated the discussions. Both parties have been advancing exploration activities at Staghorn since the JV became effective in July 2025, and we look forward to continuing to advance operations at Staghorn together under the terms of the newly executed JVA as we aim to efficiently discover the full gold and copper potential of the Staghorn Property."

The TRU exploration team is currently assessing final results still being received from the 2025 field season at Golden Rose and applying these in design of the 2026 field season work programs. Further information, including final outcomes from the 2025 field season, will be provided when all results have been compiled and assessed.

About TRU Precious Metals Corp.

TRU (TSXV:TRU)(FSE:706) is on a mission to build long-term shareholder value through prudent natural resource property development. The company's flagship project is the Golden Rose Project a regional-scale 297.50 km2 land package in Central Western Newfoundland (includes a 33.25 km² package of claims over which TRU has a 51% interest) which straddles a 45 km strike length along the gold deposit-bearing Cape Ray - Valentine Lake Shear Zone, directly between Equinox Gold Corp's Valentine Project and AuMEGA Metals Ltd' Cape Ray Gold Project. TRU is currently focused on efficiently discovering the full gold and copper potential at Golden Rose, targeting continuity along this proven gold bearing trend. The Golden Rose Project is currently subject to an Earn-In Agreement with TSX-listed Eldorado Gold Corporation ("Eldorado"), whereby Eldorado has the option to fund CAD15.25M in cash payments and exploration expenditures over 5 years to earn an 80%-interest in the Golden Rose project. Please refer to our July 30^th, 2024 press release for further details of the agreement.

TRU is approximately 36%-owned by European strategic investor Ormonde Mining plc (AQSE:ORM).

For further information about TRU, please contact:

Steve NICOL
CEO
TRU Precious Metals Corp.
Phone: 1-855-760-2TRU (2878)
Email: [email protected]

To connect with TRU via social media, below are links:

X (formerly Twitter): https://twitter.com/TRUMetals
YouTube: https://www.youtube.com/@TruMetalsCorp
LinkedIn: https://www.linkedin.com/company/tru-precious-metals-corp/
Instagram: https://www.instagram.com/TRUMetals/
Facebook: https://www.facebook.com/TRUMetals/

Acknowledgement

TRU would like to thank the Government of Newfoundland and Labrador for financial support through the Junior Exploration Assistance Program and the Federal Government for its critical mineral assistance funding for the exploration activities at Golden Rose.

Forward-Looking Statements

This news release contains "forward‑looking information" and "forward‑looking statements" within the meaning of applicable Canadian securities laws (collectively, "forward‑looking statements"). Forward‑looking statements in this news release include, but are not limited to, statements regarding: the expected operation and governance of the joint venture on the Staghorn Property; future exploration activities, programs, budgets and expenditures; the timing, scope and results of exploration work; the potential conversion of joint venture interests into royalties; the potential exercise by Eldorado of its earn‑in rights in respect of the Golden Rose Project; and the Company's plans, objectives and expectations with respect to the Staghorn Property and the Golden Rose Project

Forward‑looking statements are based on management's reasonable assumptions, estimates, expectations and beliefs as of the date of this news release, including assumptions regarding: the ability of the parties to the joint venture to comply with their respective obligations; the availability of funding; exploration, operating and capital costs; the timing of regulatory approvals, if any; commodity prices; and general business, economic, geological and market conditions. Although the Company believes these assumptions to be reasonable, they may prove to be incorrect.

Forward‑looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those expressed or implied by such forward‑looking statements. These risks and uncertainties include, but are not limited to: risks inherent in mineral exploration and development; the speculative nature of exploration results; fluctuations in commodity prices; operational and technical risks; changes in economic conditions; risks related to counterparties and joint venture arrangements; risks related to the exercise or non‑exercise of earn‑in or option rights by third parties; regulatory and permitting risks; and those risks described in the Company's continuous disclosure filings available under the Company's profile on SEDAR+.

Readers are cautioned not to place undue reliance on forward‑looking statements. Forward‑looking statements are made as of the date of this news release, and the Company does not undertake any obligation to update or revise any forward‑looking statements, except as required by applicable securities laws

This press release is solely the responsibility of TRU, and Eldorado is not in any way responsible or liable for the contents hereof.

Neither TSXV nor its Regulation Services Provider (as that term is defined in policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

SOURCE: TRU Precious Metals Corp.

View the original press release on ACCESS Newswire

T.Murray--SMC