Prime Mining obtains Mexican regulatory OK for takeover

Mr. Scott Hicks reports PRIME MINING RECEIVES MEXICAN ANTITRUST APPROVAL REGARDING TRANSACTION WITH TOREX GOLD Prime Mining Corp. has received the clearance decision from the Comision Federal de Competencia Economica (COFECE) with respect to the company's plan of arrangement with Torex Gold Resources Inc., whereby Torex will, among other things, acquire all of the issued and outstanding shares of the company. Pursuant to the arrangement, shareholders of Prime will receive 0.060 of a common share of Torex for each Prime share held. Scott Hicks, chief executive officer, commented: "We are pleased to receive the clearance decision from COFECE in support of our transaction with Torex. A key regulatory approval, the decision represents an important step toward the successful completion of the arrangement for Prime and Torex." Subject to the satisfaction or waiver of all conditions precedent to the arrangement, the arrangement is anticipated to be completed during the week of Oct. 20. Following the closing of the arrangement, Prime shares are expected to be delisted from the Toronto Stock Exchange, the OTCQX and the Frankfurt Stock Exchange. Following the delisting, an application will be made for the company to cease to be a reporting issuer under applicable Canadian securities laws. For a more detailed description of the arrangement, please refer to Prime's management information circular dated Aug. 25, 2025, available on SEDAR+ and on Prime's website. About Prime Mining Corp. Prime is managed by an ideal mix of successful mining executives, strong capital markets personnel and experienced local operators all focused on unlocking the full potential of the Los Reyes project. The company has a well-planned capital structure with a strong management team and insider ownership. We seek Safe Harbor.