Aurion Resources Secures Additional Funding as Kinross Exercises Pro Rata Rights

• Kinross Gold Corporation purchases 885,000 units for C$743,400 to maintain approximately 9.99% ownership on partially diluted basis
• Transaction preserves Kinross's ownership following Aurion's recent C$9.29 million strategic investor placement
• Strategic investor has option to purchase additional 70,000 units to maintain its position post-Kinross transaction
• Net proceeds allocated to Risti project exploration in Finland and general working capital
• Kinross receives enhanced rights including top-up provisions for future dilutive issuances

Aurion Resources Ltd. (TSXV: AU) is a Canadian exploration company that generates and acquires early-stage precious metals exploration opportunities, advancing them through direct exploration or business partnerships and joint ventures.

Aurion currently focuses on its Risti project and joint venture properties with B2Gold Corp., Kinross Gold Corporation and KoBold Metals Company in Finland. The company operates exploration activities in Finland's established mining jurisdiction.

Pro Rata Rights Exercise and Ownership Maintenance

Kinross Gold Corporation exercised its contractual right to maintain its pro rata ownership following Aurion's recent strategic investor placement. The company purchased 885,000 units at C$0.84 per unit, generating C$743,400 in proceeds. Each unit consists of one common share and one-half warrant exercisable at C$1.08 for three years.

Following the transaction, Kinross will hold approximately 9.75% of outstanding common shares on a non-diluted basis and 9.99% on a partially diluted basis. Kinross originally acquired its position in September 2017 through the purchase of 6,853,500 common shares, representing 9.98% of then outstanding shares.

The pro rata right allows Kinross to maintain its ownership percentage for as long as it holds at least 5% of outstanding common shares. This mechanism prevents dilution of Kinross's position from subsequent equity financings by Aurion.

Strategic Investor Position and Additional Rights

Aurion's recent strategic investor placement involved 11,060,000 units for C$9.29 million, which closed on September 3, 2025. Under the investor rights agreement, the strategic investor can exercise pro rata rights following the Kinross transaction, allowing purchase of up to 70,000 additional units for C$58,800.

Should the strategic investor exercise this right, total combined proceeds from both transactions would reach C$802,200. The strategic investor would hold approximately 6.89% non-diluted and 9.99% partially diluted ownership, matching Kinross's partially diluted position.

The strategic investor placement terms include warrants exercisable at C$1.08 for three years, subject to acceleration provisions. All securities from both placements carry a four-month hold period from closing date.

Enhanced Rights Framework and Fund Allocation

Concurrent with closing, Aurion will grant Kinross additional rights contingent on maintaining certain ownership thresholds. These include top-up rights for future dilutive issuances to maintain pro rata ownership or acquire up to 9.99% ownership on a partially diluted basis.

Aurion plans to use net proceeds from both the strategic investor placement and Kinross transaction for exploration and advancement of the Risti project in Finland. Additional funds will support general working capital requirements.

The Kinross transaction closing is expected around September 16, 2025, subject to conditions including regulatory approvals from the TSX Venture Exchange. All securities remain subject to applicable securities law restrictions.

Transaction Timeline and Regulatory Process

The Kinross private placement follows completion of the strategic investor transaction on September 3, 2025. Both transactions require TSX Venture Exchange approval and compliance with applicable securities regulations. Securities cannot be traded until the four-month hold period expires.

Aurion expects to close the Kinross transaction and any strategic investor top-up around September 16, 2025. The company has structured both transactions to maintain compliance with Canadian securities laws and exchange requirements while providing funding for its Finnish exploration activities.

‍