Vancouver, British Columbia--(Newsfile Corp. - January 27, 2026) - Medaro Mining Corp. (CSE: MEDA) (OTCID: MEDAF) (FSE: 1ZY) ("Medaro" or the "Company") is pleased to announce that it intends to complete a non-brokered private placement of up to 3,333,333 units ("Units") at a price of $0.30 per Unit, and up to 657,894 flow-through units ("FT Units") at a price of $0.38 per FT Unit, for aggregate gross proceeds of up to $1,250,000 (the "Private Placement").

Each Unit is to be comprised of one common share and one common share purchase warrant (a "Warrant"), with each Warrant exercisable into one common share at a price of $0.45 per share for a period of 24 months from the date of issuance. Each FT Unit is to be comprised of one common share to be issued on a flow-through basis under the Income Tax Act (Canada) and one common share purchase warrant exercisable into one non flow-through common share at a price of $0.55 per share for a period of 24 months from the date of issuance.

Proceeds from the sale of the Units are intended to be used for general working capital purposes, including to fund exploration work on the recently staked Sweden property and the Clay Howells REE property located in Ontario. Proceeds from the sale of the FT Units are intended to be used to incur "Canadian exploration expenses" as defined in the Income Tax Act (Canada).

The Company may pay finder's fees in connection with the Private Placement. All securities to be issued under the Private Placement will be subject to a four month hold period in accordance with applicable Canadian securities laws and the policies of the Canadian Securities Exchange (the "CSE"). Completion of the Private Placement is subject to certain conditions including the receipt of all necessary approvals, including the approval of the CSE.

The securities offered have not been, and will not be, registered under the United States Securities Act of 1933 (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 press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor in any other jurisdiction.

About Medaro
Medaro is a mineral exploration company focused on the acquisition and advancement of high-quality mineral projects in Ontario, Quebec and Sweden. The Company's strategy is to build shareholder value through systematic exploration, disciplined project evaluation, and responsible development.

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Statements

This news release contains "forward-looking statements" and "forward-looking information" within the meaning of applicable Canadian securities laws (collectively, "forward-looking statements"). Forward-looking statements includes statements that are not historical facts and that address activities, events or developments that the Company expects or anticipates may occur in the future. Forward-looking statements include, but are not limited to, the completion, timing and terms of the proposed Private Placement; the intended use of proceeds from the Private Placement; the ability of the Company to obtain regulatory approvals, including approval of the CSE; and the Company's overall exploration and growth strategy.

Forward-looking statements are based on management's beliefs, expectations, and assumptions as of the date of this news release. These assumptions include, but are not limited to: that the Company will be able to complete the Private Placement on the terms described or at all. Forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results or events to differ materially from those expressed or implied. These risks include, but are not limited to: risks relating to regulatory and permitting requirements; the risk that mineralization may not be discovered; tenure risks; risks inherent in mineral exploration and development; commodity price volatility; operational, technical or logistical risks associated with exploration programs, environmental risks, availability of financing, and general market or economic conditions.

Although the Company believes that the forward-looking information contained in this news release is reasonable based on the information available at the time, there can be no assurance that such information will prove to be accurate. Actual results and future events may differ materially from those anticipated. Accordingly, readers are cautioned not to place undue reliance on forward-looking statements.

The Company does not undertake to update any forward-looking statements except as required by applicable securities laws.

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/281767

Source: Medaro Mining Corp.