Panoro Minerals Ltd. (TSX-V: PML), is pleased to announce the closing of the first tranche of its previously announced “best efforts” private placement for gross proceeds of C$2,918,200 from the sale of 7,295,500 units of the Company at a price of C$0.40 per Unit. Red Cloud Securities Inc. is acting as lead agent and sole bookrunner with Cormark Securities Inc. acting as co-agent in connection with the Offering.

Each Unit consists of one common share of the Company and one common share purchase warrant. Each Warrant entitles the holder thereof to purchase one Common Share at a price of C$0.60 at any time on or before November 21, 2028.

The Company intends to use the net proceeds of the Offering for infill drilling, metallurgical testing, pre-feasibility engineering and completion of an updated preliminary economic assessment for the Cotabambas Copper-Gold-Silver project as well as working capital and general corporate purposes.

In accordance with National Instrument 45-106 – Prospectus Exemptions, the Units were issued to Canadian purchasers pursuant to the listed issuer financing exemption under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The Common Shares and Warrants underlying the Units, and the Warrant Shares underlying the Warrants, if exercised, are immediately freely tradeable in accordance with applicable Canadian securities legislation.

As consideration for their services in the First Tranche, the Agents received a cash commission equal to 6.0% of the gross proceeds from the sale of the Units under the First Tranche and non-transferable common share purchase warrants to purchase that number of Common Shares as is equal to 6.0% of the number of Units sold under the First Tranche. Each Broker Warrant is exercisable into one Common Share at the Offering Price at any time on or before November 21, 2028.

There is an amended and restated offering document dated November 12, 2025 related to the Offering that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at: www.panoro.com.

The closing of the final tranche of the Offering is expected to occur on or about November 28, 2025. The closing of the Offering remains subject to the final approval of the TSX Venture Exchange.

The securities to be offered pursuant to the Offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Panoro

Panoro remains focused on completing its technical objectives including project optimization studies which will feed into a PEA and help define the scope for the prefeasibility study for its Cotabambas Project.

Corporately, in parallel with the advancement of technical objectives, Panoro is engaged in early-stage discussions of potential strategic alternatives with several parties to advance the Cotabambas Project into construction and operation.