Vancouver, British Columbia--(Newsfile Corp. - October 15, 2026) - Talamore Mining Corp. (TSX: TALA) (OTCQB: TALMF) ("Talamore" or the "Company") is pleased to announce that it has issued the first tranche of secured promissory notes ("Notes") pursuant to the project finance debt facility (the "Debt Facility") that was announced by the Company on September 29, 2026 and approved at the special meeting of shareholders held on October 2, 2026.

Talamore issued Notes having an aggregate principal amount of $20 million and 47.25 million common share purchase warrants ("Warrants") on a private placement basis pursuant to a Note and Warrant Purchase Agreement dated as of September 29, 2026 with Trinity Advisors Corporation, as arranging purchaser, TSX Trust Company, as administrative agent and collateral agent, and a syndicate of purchasers (the "Purchasers"). The first tranche of Notes is part of a commitment by the Purchasers to purchase up to $450 million principal amount of Notes pursuant to the Debt Facility over a period of up to 18 months from the first tranche closing date, subject to certain conditions and as more particularly described in the Company's press release dated September 29, 2026. The Warrants are exercisable at a price of $15.50 per share for a term of seven years, provided that they may not be exercised until the earlier of the Debt Facility being drawn in full, the occurrence of a change of control or 18 months from the first tranche closing date.

The Company plans to use the net proceeds of the first tranche of Notes for construction and development of the Coffee Project and for general corporate purposes.

The Notes and Warrants and the underlying securities issuable upon exercise of the Warrants, have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws, and may not be exercised, as applicable, or 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.

About Talamore Mining

Talamore Mining Corp. is a Canadian exploration and development company advancing the Coffee Gold Project in Yukon, Canada. Coffee is a 100%-owned, open-pit heap leach gold project in the final stages of permitting and engineering, and the Company is working toward a construction decision. In addition to Coffee, Talamore holds a portfolio of copper and gold assets in Chile and Mexico, providing longer-term growth potential.

Talamore recognizes that protection of the land and water around the Coffee Gold Project is of central importance to the Trondëk Hwëch'in, Selkirk First Nation, White River First Nation, and the First Nation of Na-Cho Nyäk Dun. The Company is focused on building long-term relationships grounded in transparency, respect, and follow-through. From day one, Talamore's approach is simple: do the work properly, be honest about it, and follow through on what we say.

Additional Information

Forward-Looking Information

Certain of the statements made and information provided by Talamore in this press release are forward-looking statements or information within the meaning of applicable Canadian securities laws. Often, these forward-looking statements and forward-looking information can be identified by the use of words such as "anticipates", "believes", "budget", "continue", "estimates", "expects", "forecasts", "guidance", "intends", "plans", "projected" or "scheduled" or the negatives thereof or variations of such words and phrases or statements. Forward-looking statements or information contained in this press release include, but are not limited to, statements or information with respect to: the use of proceeds of the first tranche of Notes; the closing of further tranches of the Debt Facility; and, generally, the Company's strategy, plans, goals and priorities.

Forward-looking statements and forward-looking information are by their nature based on a number of assumptions that management considers reasonable. However, such assumptions involve both known and unknown risks, uncertainties, and other factors which, if proven to be inaccurate, may cause actual results, activities, performance or achievements to be materially different from those described in the forward-looking statements or information. These include assumptions concerning: timing, cost and results of exploration and development activities; the future price of gold and other base and precious metals; exchange rates; anticipated operating and capital costs, expenses and working capital requirements; all necessary stock exchange and regulatory approvals being obtained; and the geopolitical, economic, permitting and legal climate. Even though management believes that the assumptions underlying such statements or information are reasonable, there can be no assurance that the forward-looking statements or information will prove to be accurate. Many assumptions are difficult to predict and are beyond the Company's control.

Forward-looking statements and forward-looking information are subject to known and unknown risks, uncertainties and other important factors that may cause actual results, activities, performance or achievements to be materially different from those described in the forward-looking statements or information. These risks, uncertainties and other factors include, among others: inaccurate estimation of mineral resources; the results of exploration and development activities not being as anticipated; integration risks associated with acquisitions; liquidity and financing risks; changes in prices of gold, other base and precious metals and consumables; currency risk; tax matters; changes in general economic or market conditions; market volatility; competition for, among other things, capital and skilled personnel; legal and regulatory risks including failure to obtain necessary permits or changes in applicable mining laws; mineral tenure; failure to protect proprietary information; risks relating to operating in remote or foreign jurisdictions; risks of political instability, terrorism, sabotage, natural disasters or public health concerns; community relations and social license; geotechnical conditions or failures; reclamation and long-term obligations; risks relating to environmental, sustainability, and governance practices and performance; corruption, bribery, and sanctions; employee misconduct; litigation; conflicts of interest; tariffs and other trade barriers; and those risk factors discussed in our most recent Annual Information Form.

There can be no assurance that forward-looking statements or information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, you should not place undue reliance on the forward-looking statements or information contained herein. Except as required by law, the Company does not expect to update forward-looking statements and information continually as conditions change and you are referred to the full discussion of the Company's business contained in the Company's reports filed with securities regulatory authorities.

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/319294

Source: Talamore Mining Corp.