Royal Road And Rio2 Announce Share Acquistion By Rio2

(MENAFN- Newsfile Corp) Toronto, Ontario--(Newsfile Corp. - September 29, 2025) - Royal Road Minerals Limited (TSXV: RYR) (OTCQB: RRDMF) (" Royal Road " or the "Company" ) and Rio2 Limited (TSX: RIO) (OTCQX: RIOFF) (BVL: RIO) (" Rio2 ") are pleased to jointly announce that Rio2 has acquired 39,855,000 ordinary shares of Royal Road ("Shares") representing approximately 15.0% of Royal Road's issued and outstanding Shares and has become an "insider" of the Company under applicable securities laws and the policies of the TSX Venture Exchange ("TSXV").

The acquisition formed part of a block trade on the TSX Venture Exchange, transferring the entire shareholding previously held by a single investor to Rio2 and other institutional investors known to both parties.

"We are genuinely delighted to welcome Rio2, under the leadership of Alex Black and Andrew Cox, as our new shareholders and partners," said Tim Coughlin, President and CEO of Royal Road. "Rio2 is a bold and dynamic company with an exceptional record of developing world-class gold projects, and their leadership team bring decades of entrepreneurial and executional excellence. We believe this transition comes at an opportune time and creates a strong platform for mutual growth. Rio2's proactive approach and strategic vision align closely with Royal Road's ambitions and position them as the ideal partner to help drive our next stage of success."

Alex Black, Executive Chairman of Rio2, stated, "I have known Tim Coughlin for over 20 years, and, in my opinion, Tim is one of the best generative geologists on the planet. Tim was a first mover in Colombia 25 years ago and recently a first mover in Saudi Arabia. We view Royal Road's portfolio as geologically attractive and believe it provides us with interesting options for future diversification and growth. For us, this transaction is about optionality – gaining exposure to highly prospective exploration opportunities in new jurisdictions, while maintaining a clear focus on advancing our flagship Fenix Gold Mine in Chile and driving that towards expansion. We are excited to become partners with Royal Road and look forward to supporting the advancement of their assets."

In connection with this acquisition, the Company and Rio2 entered into an investor rights agreement (the " Investor Rights Agreement "), pursuant to which Rio2, provided that it owns at least a 9.5% interest in the Company (calculated in accordance with the investor rights agreement), has the right to participate in equity financings by the Company in order to maintain its pro rata ownership in the Company at the time of any such financing or acquire up to a 15% ownership interest in the Company (after giving effect to the financing). Provided that it owns at least 9.5% of the issued and outstanding Ordinary Shares, Rio2 is also entitled to designate one nominee for election or appointment to the Company's board of directors.

Immediately prior to the acquisition, Rio2 did not own or have control over any of the ordinary shares of the Company. Following the acquisition on September 26, 2025, Rio2 has beneficial ownership, control and direction over an aggregate of 39,855,000 Shares, representing approximately 15% of the issued and outstanding Shares on a non-diluted basis. Rio2 acquired the Shares through the facilities of the TSX Venture Exchange at a price of $0.115 per Share for an aggregate price of $4,583,325.

Rio2 is acquiring the Shares for investment purposes. Rio2 may, from time to time, subject to the Investor Rights Agreement, acquire additional Shares or other securities of Royal Road or dispose of some or all of the Shares or other securities of Royal Road that it owns at such time.

This news release is being issued in connection with the filing of an early warning report (the " Early Warning Report ") pursuant to the requirements of National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues. The transaction that triggered the requirement to file the Early Warning Report was carried out through a block trade carried out through the facilities of the TSX Venture Exchange. The Early Warning Report will be electronically filed with the applicable securities commission in each jurisdiction where the Company is reporting and will be available under the profile of the Company and Rio2 on SEDAR+ at . A copy of the Early Warning Report may also be requested by contacting the SVP of Corporate Communications of Rio2 at the telephone number below.

MENAFN29092025004218003983ID1110124339