Rio2 Announces Participation in Royal Road's Private Placement

Executive Summary

• Rio2 Limited participated in Royal Road Minerals Ltd.’s non‑brokered private placement, purchasing 4,166,667 ordinary shares at $0.18 per share for a total consideration of $750,000.
• The acquisition raises Rio2’s beneficial ownership to approximately 15 % of Royal Road on a non‑diluted basis (44,021,667 shares).
• The transaction is disclosed in an Early Warning Report filed under NI 62‑103, reflecting Rio2’s ongoing right to maintain or increase its stake in Royal Road pursuant to the Investor Rights Agreement.

Key Details

• Shares Purchased: 4,166,667 ordinary shares of Royal Road Minerals Ltd.
• Purchase Price: $0.18 per share.
• Total Consideration: $750,000 cash.
• Closing Date: November 27 2025 (the same date as the press release).
• Pre‑Transaction Holding: 39,855,000 shares (~15 % of Royal Road’s issued and outstanding shares).
• Post‑Transaction Holding: 44,021,667 shares (~15 % of Royal Road’s issued and outstanding shares on a non‑diluted basis).
• Investor Rights Agreement (Sept 29 2025): Grants Rio2 the right to participate in future equity financings by Royal Road to maintain pro‑rata ownership or acquire up to a 15 % stake, provided it holds at least a 9.5 % interest.
• Purpose of Acquisition: Investment; Rio2 may acquire additional securities or dispose of existing holdings subject to the Investor Rights Agreement.
• Regulatory Filing: Early Warning Report filed pursuant to National Instrument 62‑103 (Early Warning System). The report is available on SEDAR+ for both companies.

Notable Quotes

(No direct quotes from executives were included in the release.)