RIO2 ANNOUNCES SIGNING OF US$50 MILLION GOLD STREAM WITH WHEATON PRECIOUS METALS ON FENIX GOLD

Vancouver, British Columbia, November 16, 2021 - Rio2 Limited (“Rio2” or the “Company”) (TSXV: RIO; OTCQX: RIOFF; BVL: RIO) is pleased to announce that it has entered into a definitive precious metals purchase agreement (the “Gold Stream”) with Wheaton Precious Metals International Ltd. (“Wheaton International”), a wholly-owned subsidiary of Wheaton Precious Metals Corp., in relation to the Company’s Fenix Gold Project in Chile.


The Gold Stream is one of the components of the mine construction financing totaling approximately US$125 to US$135 million to finance the construction of a mine at the Company’s 100%-owned Fenix Gold Project in Chile (the “Mine Financing Package”). The signing of the Gold Stream agreement follows the successful completion in August 2021 of the Company’s C$35.1 million equity offering and positions the Company to finalize the previously announced US$50 to US$60 million senior debt project finance facility with BNP Paribas mandated as sole lead arranger.


Jose Luis Martinez, EVP, Chief Strategy Officer stated: “Entering into this definitive agreement with Wheaton International represents a significant milestone for Rio2 and secures the foundation of the Mine Financing Package setting the Company on a solid path for development and a fast track to production.”


Under the Gold Stream, Wheaton International will purchase 6.0% of the gold production from the Fenix Gold Project until 90,000 ounces of gold have been delivered and 4.0% of the gold production until 140,000 ounces of gold have been delivered, after which the stream will reduce to 3.5% of the gold production for the life of mine. Wheaton International will make an upfront deposit in cash of US$50 million with US$25 million available following closing of the Gold Stream agreement, and the remaining US$25 million payable after the receipt of the EIA approval for the Mine with both payments subject to completion of customary conditions.


In addition, Wheaton International will make ongoing payments for gold ounces delivered equal to 18% of the spot gold price until the value of gold delivered less the production payment is equal to the upfront consideration of US$50 million, at which point the production payment will increase to 22% of the spot gold price.


ADVISORS


Scotiabank acted as financial advisor and McMillan LLP acted as legal advisor to Rio2 in connection with the Gold Stream.



ABOUT RIO2 LIMITED

Rio2 is a mining company with a focus on development and mining operations with a team that has proven technical skills as well as a successful capital markets track record. Rio2 is focused on taking its Fenix Gold Project in Chile to production in the shortest possible timeframe based on a staged development strategy. In addition to the Fenix Gold Project in development in Chile, Rio2 Limited continues to pursue additional strategic acquisitions where it can deploy its operational excellence and responsible mining practices to build a multi-asset, multi-jurisdiction, precious metals company.



Forward-Looking Statements

This news release contains forward-looking statements and forward-looking information (collectively “forward-looking information”) within the meaning of applicable securities laws relating to Rio2’s planned development of its Fenix Gold Project and other aspects of Rio2’s anticipated future operations and plans. In addition, without limiting the generality of the foregoing, this news release contains forward-looking information pertaining to the following: the Gold Stream and the timing for the release of the first US$25 million deposit, and other matters ancillary or incidental to the foregoing.


All statements included herein, other than statements of historical fact, may be forward-looking information and such information involves various risks and uncertainties. Forward-looking information is often, but not always, identified by the use of words such as “seek”, “anticipate”, “plan”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “predict”, “potential”, “targeting”, “intend”, “could”, “might”, “should”, “believe”, and similar expressions. The forward-looking information is based on certain key expectations and assumptions made by Rio2’s management which may prove to be incorrect, including but not limited to: expectations concerning prevailing commodity prices, exchange rates, interest rates, applicable royalty rates and tax laws; capital efficiencies; legislative and regulatory environment of Chile; future production rates and estimates of capital and operating costs; estimates of reserves and resources; anticipated timing and results of capital expenditures; the sufficiency of capital expenditures in carrying out planned activities; performance; the availability and cost of financing, labor and services; and Rio2’s ability to access capital on satisfactory terms.


Rio2 believes the expectations reflected in these forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and such forward-looking statements in this news release should not be unduly relied upon. A description of assumptions used to develop such forward-looking information and a description of risk factors that may cause actual results to differ materially from forward-looking information can be found in Rio2's disclosure documents on the SEDAR website at www.sedar.com. These risks and uncertainties include, but are not limited to: risks and uncertainties relating to the completion of the financings as described herein, and management’s ability to anticipate and manage the factors and risks referred to herein. Forward-looking statements included in this news release are made as of the date of this news release and such information should not be relied upon as representing its views as of any date subsequent to the date of this news release. Rio2 has attempted to identify important factors that could cause actual results, performance or achievements to vary from those current expectations or estimates expressed or implied by the forward-looking information. However, there may be other factors that cause results, performance or achievements not to be as expected or estimated and that could cause actual results, performance or achievements to differ materially from current expectations. Rio2 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 expressly required by applicable securities legislation.

To learn more about Rio2 Limited, please visit: www.rio2.com or Rio2's SEDAR profile at www.sedar.com.



ON BEHALF OF THE BOARD OF RIO2 LIMITED


Alex Black

President, CEO & Director

Email: info@rio2.com

Tel: 1 604 260-2696


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



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