Scorpio Gold closes Mineral Ridge sale for $7.5M (U.S.)

Mr. Zayn Kalyan reports SCORPIO GOLD COMPLETES SALE OF MINERAL RIDGE PROJECT Scorpio Gold Corp.'s wholly owned subsidiary, Scorpio Gold (U.S.) Corp., has completed its sale of Mineral Ridge Gold LLC, a wholly owned subsidiary of Scorpio U.S., to an arm's-length third party. Under the terms of the agreement, the purchaser acquired all membership interests in MRG, along with the related unpatented mining claims comprising MRG's Mineral Ridge project located in Esmeralda county, Nevada, for an aggregate cash purchase price of $7.5-million (U.S.), of which: (i) $5-million (U.S.) has been advanced by the purchaser to the company; (ii) a further $1.5-million (U.S.) has been paid into escrow as an indemnification holdback, with such funds to be released to the company on Nov. 25, 2025 (as to 50 per cent), and May 25, 2026 (as to 50 per cent); and (iii) a further $1-million (U.S.) will be paid on Aug. 25, 2026, to the company. The purchaser has also assumed the reclamation bond obligations of the company and Scorpio U.S. related to the project. Certain assets associated with the project were retained by the company and transferred to its subsidiary, Scorpio U.S., in advance of closing. No finder's fee was paid in connection with the transaction. "The successful closing of the Mineral Ridge sale marks a pivotal milestone for Scorpio Gold. By divesting this non-core asset, we have significantly strengthened our balance sheet, eliminated ongoing holding costs and secured meaningful, non-dilutive capital to advance our flagship Manhattan district project. With a stronger financial foundation and a focused strategy, we are well positioned to unlock the full potential of what we believe is one of Nevada's most exciting, underexplored gold districts," said Zayn Kalyan, chief executive officer of Scorpio Gold. About Scorpio Gold Corp. Scorpio Gold holds a 100-per-cent interest in the Manhattan district project, a past-producing project located in the Walker Lane trend of Nevada, United States. Scorpio Gold's Manhattan district is approximately 4,780 hectares and comprises the advanced exploration-stage Goldwedge mine, with a 400-ton-per-day-maximum-capacity gravity mill and four past-producing pits that were acquired from Kinross in 2021 (see March 25, 2021, news release). The consolidated Manhattan district presents an exciting late-stage exploration opportunity, with over 100,000 metres of historical drilling, significant resource potential, and valuable permitting and water rights. We seek Safe Harbor.