This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of applicable securities laws. Forward-looking statements in this press release include, but are not limited to, statements regarding: the intended use of net proceeds of the Offering; the closing of the Offering and the receipt of all necessary regulatory approvals, including the approval of the TSXV; the intention of an officer and director of the Company to be the sole participant in the Offering and to sell free-trading common shares to arm’s length parties by way of market crosses at prevailing market prices to raise some or all of the funds to pay the purchase price for the Debentures; the Company’s expectation to rely upon exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101; the terms of the Debentures, including the maturity date, interest rate, conversion mechanics, and the upward-only adjustment to the Conversion Price upon completion of a Material Financing; the automatic conversion of the Debentures upon a Material Financing; the belief that the Pedra Branca project has significant exploration discovery and resource expansion potential; and that the insider participation will not result in the creation of a new “Control Person”. Forward-looking statements are often, but not always, identified by the use of words such as “intends”, “expects”, “believes”, “will”, “subject to”, “may”, and similar expressions. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings of the Company could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include, but are not limited to: the inability to complete the Offering on the terms announced or at all; the failure to obtain necessary regulatory approvals, including the approval of the TSXV; changes in the Company’s plans regarding the use of proceeds; general economic, market and business conditions; risks related to exploration, development and operations at the Pedra Branca project; the Company’s ability to identify and complete potential acquisitions; changes in applicable securities laws or stock exchange policies; and the other risks and uncertainties described in the Company’s public filings. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.