Star Royalties Announces Conversion of Elk Gold Royalty

(TheNewswire)

December 11, 2025 - TheNewswire - TORONTO, ON – Star Royalties Ltd. (“ Star Royalties ”,or the “ Company ”) (TSXV:STRR, OTCQX: STRFF) today announced the entering into of a bindingagreement with Nhwelmen Construction LimitedPartnership (“ NCLP ”), whereby ElkGold Mining Corp., a subsidiary of Gold Mountain Mining Corp.(“ Gold Mountain ”), will repurchase the Company’s 2% net smelter return(“ NSR ”) royalty on the Elk Gold Mine (“ Elk Gold ”) inexchange for a 5% equity ownership of Gold Mountain immediatelyfollowing the resolution of Gold Mountain’s court-appointedreceivership process.

Transaction Highlights

• Royalty conversion: The Company’s 2% NSR royalty on Elk Gold will beextinguished in favour of an option to acquire 5% of the total issuedand outstanding shares of Gold Mountain or anysuccessor company of Gold Mountain arising from the conclusion of thereceivership process. The option includes aC$500,000 payment to Gold Mountain, payable intwo equal tranches of C$250,000 on January 15, 2026, and on March 30,2026. The Company will retain customary anti-dilution and tag-along rights following the resolution of GoldMountain’s receivership.

• Alignment with new ownership: The restructuring creates full alignment betweenthe Company, NCLP, and NCLP’s owner, the Nlaka’pamux Nation TribalCouncil (“ NNTC ”), with respect to long-term valuemaximization of Elk Gold, from exploration potential toproduction.

• Wealth creation potential and pre-productionoptionality : Elk Gold’s near-term catalystsinclude the completion of a revised resource statement and an updatedmine plan, exploration programs, and the announcement of a developmentpartner and external funding. The Company believes that the heavilydiscounted new equity stake in Gold Mountain has the ultimatepotential of surpassing the value of the 2% NSR royalty. The samepositive asset attributes that garnered the Company’s originalinterest in Elk Gold remain unchanged, including its location, gradeprofile, regional endowment and near-term cash flow potential, all tobe unlocked with a new operating partnership.

Kevin MacLean, Chief Investment Officer of Star Royalties, commented:“ Pursuing this restructuring allows the Company tocapitalize on the reorganization of Elk Gold and to maintainoptionality in the potential of the underlying resources. The equityposition in Gold Mountain will give the Company exposure to anexpanded area of 21,187 hectares, representing a meaningful increaseover the land package that was covered by the royalty. We understandfrom NCLP that Elk Gold will be developed by a reputable andexperienced, soon-to-be-disclosed operator that is known for itscommitment to safety, environmental stewardship, and deliveringprojects on time and within budget. With permitting support from theNCLP and potential synergies with regionalmining and milling assets, we believe this is an opportunity tobenefit from a mining restart from a small capital base. ”

Lindsay Thompson, Chief Strategy Officer of NNTCstated: “Our primary objective during the receivership wasstructuring the new company to aggressively pursue the full valueproposition of the Elk Gold resource. The support and resourcesprovided by Star Royalties were a key part not only for thisacquisition but also for accelerating our broader mining expansionstrategy in British Columbia. Elk Gold is an important project andwill serve as the cornerstone of our resource development strategygoing forward."

CONTACT INFORMATION

For more information, please visit our website at starroyalties.com or contact:

About Star Royalties Ltd.

Star Royalties Ltd. is a precious metals and carbon credit royalty andstreaming company. The Company’s objective is to provide wealthcreation by originating accretive transactions with superior alignmentto both counterparties and shareholders. The Company offers investorsexposure to precious metals and carbon credit prices, as well ascleantech and other decarbonization projects through its pure-greenjoint venture, Green Star Royalties Ltd.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

Certain statements in this news release may constitute“forward-looking statements”, including those regarding futuremarket conditions for metals and minerals, the future value of the NSRroyalty, timing with respect to resolution of Gold Mountain'scourt-appointed receivership process, the anticipated timing forcompletion of the transaction contemplated herein, and the futurebusiness growth and cash flow of the Company. Forward-lookingstatements are statements that address or discuss activities, eventsor developments that the Company expects or anticipates may occur inthe future. When used in this news release, words such as“estimates”, “expects”, “plans”, “anticipates”,“will”, “believes”, “intends” “should”, “could”,“may” and other similar terminology are intended to identify suchforward-looking statements. Forward-looking statements are made basedupon certain assumptions and other important factors that, if untrue,could cause the actual results, performances or achievements of StarRoyalties to be materially different from future results, performancesor achievements expressed or implied by such statements.Forward-looking statements should not be read as a guarantee of futureperformance or results and will not necessarily be an accurateindication of whether or not such results will be achieved.

A number of factors could cause actual results,performances or achievements to differ materially from suchforward-looking statements, including, without limitation, changes inbusiness plans and strategies, that the transaction will be completedand that the transaction will be completed on the terms describedabove, resolution of Gold Mountain's court-appointed receivershipprocess, market and capital finance conditions, metal and mineralcommodity price volatility, discrepancies between actual and estimatedproduction and test results, mineral reserves and resources andmetallurgical recoveries, mining operation and development risksrelating to the parties which produce the metals and minerals StarRoyalties will purchase or from which it will receive royaltypayments, risks inherent to royalty companies, title and permittingmatters, activities by governmental authorities (including changes intaxation), currency fluctuations, natural disasters and globalpandemics, significant economic and geopolitical uncertainty as aresult of such tariffs and counter-tariffs and the potential tradewars and global supply chain issues that may be triggered by thetariff changes, These risks, as well as others, could cause actualresults and events to vary significantly. Accordingly, readers shouldexercise caution in relying upon forward-looking statements and theCompany undertakes no obligation to publicly revise them to reflectsubsequent events or circumstances, except as required by law.

Except where otherwise stated, the disclosure in thispress release relating to properties and operations on the propertiesin respect of which Star Royalties holds royalty or stream interestsis based in respect of the current technical reports of the Elk GoldProject and on additional publicly disclosed information relating tothese assets after the date of the technical reports.

Neither TSX Venture Exchange nor its RegulationServices Provider accepts responsibility for the adequacy or accuracyof this release.

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