Soma Gold Corp. (TSX-V: SOMA) (WKN: A2P4DU) (OTC: SMAGF) is pleased to announce that it has executed a definitive agreement with Red Rock Resources PLC to acquire, in full, the net smelter returns royalty that has encumbered the El Limón gold mine since the property was originally purchased by its wholly owned subsidiary, Colombia Milling Limited, in 2015.

Under the terms of the original purchase agreement, Red Rock retained a three per cent net smelter returns royalty on production revenue from El Limón up to a maximum of C$2,768,000 (US$2,000,000), followed by a one-half per cent royalty on production revenue thereafter to a maximum of C$1,384,000 (US$1,000,000). To enhance the long-term economic profile of the operation, the parties have agreed that Soma Gold will purchase and extinguish the Royalty for total consideration of C$1,876,000 (£1,000,000) in cash, together with the issuance to Red Rock of 200,000 common share purchase warrants of Soma. Each Warrant will entitle the holder to acquire one common share of the Company at an exercise price of C$2.00 for a period of three years from the date of issue. Completion of the transaction and the issuance of the warrants remain subject to the approval of the TSX Venture Exchange.

“The elimination of the Royalty is expected to have an immediate positive impact on operating margins once the El Limón plant resumes production. The agreement not only streamlines the asset’s cost structure but also demonstrates the Company’s commitment to unlocking the full value of its Colombian portfolio for the benefit of all stakeholders,” said Geoff Hampson, CEO of Soma Gold Corp.

On closing, the Company will fund the cash component of the purchase price from existing working capital.

ABOUT SOMA GOLD CORP.

Soma Gold Corp. (TSX-V: SOMA) is a profitable mining company focused on gold production and exploration. The Company owns over 43 sq. kilometers of mineral concessions following the prolific OTU fault in Antioquia, Colombia and two fully permitted mills located within 25 kilometers of each other, with a combined milling capacity of 675 tpd. The El Bagre Mill operates at 450 TPD and the el Limon mill is slated to restart operations in Q3 2025. Internally generated funds are being used to finance a regional exploration program.

With a solid commitment to sustainability and community engagement, Soma Gold Corp. is dedicated to achieving excellence in all aspects of its operations.

The Company also owns an exploration property near Tucuma, Para State, Brazil that is currently under option to Ero Copper Corp.

On behalf of the Board of Directors

“Geoff Hampson”
Chief Executive Officer and President