Message from the Chairman

Dear Valued Shareholder,

I’m pleased to advise that today the Company closed the first tranche of the previously announced $3,000,000 non-brokered private placement by issuing 17,000,000 units at a price of C$0.10 per Unit, for gross proceeds of up to C$1,700,000. Directors and Officers of the Company participated in this tranche by subscribing for 13,187,260 units for gross proceeds of $1,318,726. To read today’s news release, please click here.

Proceeds from the financing will fund the ongoing development of our flagship Cerro Caliche gold project in Sonora, Mexico which is currently in the permitting phase. Approximately 30% of the proceeds will fund a targeted infill drilling campaign at the El Colorado and Guadalupe gold mineralized zones located in the southwestern region of the property.

Management believes that increasing the average grade and size at the El Colorado and Guadalupe vein zones may not only enhance the overall economics of the project but also support our ongoing efforts to secure debt financing.

You may recall that drilling results from the last program demonstrated multiple high-grade ore shoots and returned higher-grade gold intercepts within larger intervals of high-grade gold mineralization. To review the drilling results, click here for our news release dated March 1, 2022 and click here for our news release dated April 21, 2022.

Proceeds will also be used to complete a revised Preliminary Economic Assessment (PEA) based on the updated Mineral Resource Estimate (MRE) prepared by SRK Consulting (U.S.) Inc. and filed March 24, 2023. The PEA will update the economic potential of our proposed heap-leap mining operation and results are expected to be announced in the next quarter.

As I have stated on multiply occasions, our objective is to bring Cerro Caliche into early production so we can fund additional exploration and development with minimum dilution to our shareholders. To date, we have drilled and assayed just over 30% of the known mineralized gold zones at Cerro Caliche. SRK’s report noted favorably on the upside potential of the project with additional gold ounces potentially within the drilled areas of Cerro Caliche’s mineralized gold zones.

To view the SRK report, please click here or to read the highlights as stated in the Company’s news release dated March 27, 2023, please click here.

We anticipate closing the second and final tranche of the financing by the end of the month and investors are required to confirm no later than this Friday, June 23, 2023.

To read the initial news release announcing the private placement, please click here, or for more details on use of proceeds and project summary, click here.

As always, you can contact me directly at john@sonorogold.com should you have any questions.

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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