Sonoro Gold Corp

Message from the Chairman

A Message from the Chairman of Sonoro Gold Corp.

Dear Valued Shareholder,

 I hope you are enjoying your summer holidays and spending time with friends and family. With the Mexican presidential election now behind us and a new administration set to take office in October, I want to provide a status update on Sonoro Gold and its flagship Cerro Caliche project.

While Mexico’s mining sector remains unsettled by the former president’s proposed constitutional ammendment to ban open-pit mining, the incoming Sheinbaum administration is expected to adopt a more favourable approach to the extractive industry. 

A recent article by industry analyst Fernando Mares of Mexico Business, discussed how the appointment of moderates Marcelo Ebrard, to lead the Ministry of Economy, and Alicia Bárcena, to lead SEMARNAT, have been well received by the mining sector. 

Ebrard is receptive to private investment and public-private partnerships and is well experienced in international negotiations and trade matters. Alicia Bárcena is expected to push for more sustainability in mining and, as the incoming Minister of Environment and Natural Resources, Bárcena acknowledges the important role mining plays in supporting the energy transition promoted by Sheinbaum and the Morena party.  Click here to read the article. 

It will likely be a few months before we truly understand the impact of Mexico’s new political landscape on mining development. However, it is important to remember that the Cerro Caliche concessions are owned by Sonoro. Any proposed ban on new open-pit concessions is unlikely to impact the future expansion of the project’s resource. President-Elect Sheinbaum has pledged to evaluate proposed open-pit projects to ensure compliance with environmental regulations and community consent. As I stated in my previous message, Sonoro has abided by all regulations and submitted its MIA application for the Cerro Caliche project in May 2022, following multiple environmental baseline studies and socio-economic assessments completed over several years with the input of multiple stakeholders, including government officials and residents. 

While waiting for the Sheinbaum administration to clarify its mining policies, I’d also like to emphasize once again that only 30% of Cerro Caliche’s identified mineralized zones have been drilled and assayed to date and the project holds significant exploration potential. Future drilling is planned both in the western and northern mineralized zones to potentially increase the resource and in the central mineralized zones to possibly increase the pit shell resource and reduce the strip ratio.

A 2023 Preliminary Economic Assessment (PEA) estimated the project’s current resource potentially supports an initial nine-year, open-pit heap leach mining operation. The economics of the report uses a base price of $1,800 per ounce of gold, but with the price of gold prices hitting an all-time high of US $2,450 in May 2024, the potential economics of the project has significantly improved. The PEA notes that with a gold price of US $2,000 per ounce, the project has a Pre-Tax NPV5 of US $116.8M with an IRR of 85%. Using a gold price of US $2,400 per ounce, an internal review of the project’s economics estimates the project has a Pre-Tax NPV5 of US $203.7M with an IRR of 129%. Click here to view a brief presentation that considers the impact of rising gold prices on the proposed heap-leach mining project. 

Please note that the economic impact of a gold price above US $2,000 per ounce has not been independently confirmed and is not reflected in the project’s current 43-101 technical report.

Despite the challenges of Mexico’s shifting geopolitics, the country’s mining sector is cautiously optimistic about the incoming Sheinbaum administration. According to the Mexican Ministry of Economy, Foreign Direct Investment (FDI) in the extractive industry reached US $2.4B in Q1 of 2024, an increase of 187% when compared to US $0.83B in Q1 of 2023. Analysts contribute the increase to rising gold prices and Mexico’s nearshoring appeal. 

Sonoro’s board continues to carefully monitor the situation and remains confident that in due course, permitting (MIA) will be secured to develop Cerro Caliche. The number one priority is to enhance shareholder value and to protect your investments with minimum dilution, while maintaining engagement with all stakeholders. The Insiders dedication and commitment to the success of Sonoro Gold is reflected in its approximate 26% holdings of all outstanding shares, plus continuous shareholder loans to minimize dilution and fund property payments, operating expenses in Mexico and regulatory filings. 

Sonoro is also actively pursuing the VAT receivable in Mexico from the Mexican government. As disclosed in the March 2024 financial statements, the VAT receivable is CAD $2.4m. This involves a complex application process with the Mexican tax authority and our legal counsel anticipates a potential refund by year end.

I would like to conclude by reassuring all shareholders that Sonoro’s Board of Directors remain fully committed to our Business Plan to advance Cerro Caliche to production based on its current resource and to develop the full potential of the project from the projected revenue stream. Yet please be confident that  Sonoro’s management are always investigating opportunities including joint ventures, strategic investments and potential diversification in commodities. Sonoro has a very talented exploration team and with demand for certain critical metals expected to soon outstrip supply, there are multiple opportunities both inside and outside of Mexico to expand our resource portfolio. 

Should you wish to discuss your investment or would like more information on Sonoro, please contact me directly at john@sonorogold.com or our office at info@sonorogold.com

Kindest Regards,

John M. Darch, Chairman

Sonoro Gold Corp.

Forward-Looking Statement Cautions:

This Chairman’s massage may contain “forward-looking information” as defined in applicable Canadian securities legislation. All statements other than statements of historical fact, included in this release, including, without limitation, statements regarding the Cerro Caliche project, and future plans and objectives of the Company, constitute forward looking information that involve various risks and uncertainties, including statements regarding the amount of financing proposed to be raised, intended use of the financing proceeds, sufficiency of fund to complete certain project development steps, and outlook for the results of the contemplated drilling program. Although the Company believes that such statements are reasonable based on current circumstances, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “aims”, “potential”, “goal”, “objective”, “prospective” and similar expressions, or that events or conditions “will”, “would”, “may”, “can”, “could” or “should” occur, or are those statements, which, by their nature, refer to future events.  The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made and they involve a number of risks and uncertainties, including the possibility of unfavorable exploration and test results, the lack of sufficient future financing to carry out exploration and development plans and unanticipated changes in the legal, regulatory and permitting requirements for the Company’s exploration programs.  There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements.  Accordingly, readers should not place undue reliance on forward-looking statements.  The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law or the policies of the TSX Venture Exchange.  Readers are encouraged to review the Company’s complete public disclosure record on SEDAR at www.sedar.com.

This message does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or with any securities regulatory authority of any state or other jurisdiction in the United States, and may not be offered or sold, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. persons, as such term is defined in Regulation S under the Securities Act (“Regulation S”), except pursuant to an exemption from or in a transaction not subject to the registration requirements of the Securities Act”

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