Orford Mining Corporation Shareholders Approve Plan Of Arrangement

TORONTO, March 27, 2024 - Orford Mining Corporation (TSXV: ORM) ("Orford" or the "Company") is pleased to announce that at its special shareholder meeting held today (the "Meeting"), Orford obtained the requisite shareholder approval of its previously announced proposed plan of arrangement pursuant to which Alamos Gold Inc. (TSX: AGI, NYSE: AGI) ("Alamos") will acquire all of the outstanding common shares of Orford ("Orford Shares") not already owned by Alamos (the "Arrangement"). For further details of the Arrangement, please refer to the Company's press releases dated January 15, 2024 and March 20, 2024, and the management information circular of the Company dated February 23, 2024, in respect of the Meeting, each available on SEDAR+ under Orford's profile at www.sedarplus.com.

Completion of the Arrangement is subject to the receipt of the final order of the Ontario Superior Court of Justice (Commercial List) (the "Court"), which is expected to be sought on April 2, 2024. In addition, certain closing conditions customary for transactions of this nature are required to be satisfied in order for the Arrangement to occur. Provided the approval of the Court is granted and all other closing conditions are satisfied or waived, the Company expects the Arrangement to be completed on April 3, 2024, at which time the Company will apply to have its common shares delisted from the TSX Venture Exchange and cease to be a reporting issuer.

Additionally, Orford shareholders approved the entry by Orford into a non-convertible multi-draw credit facility or loan, applicable if the Arrangement does not close by April 15, 2024 whereby Alamos may provide to Orford an amount up to C$2 million, in the aggregate for the purpose of funding Orford's normal course business activities.


About Orford Mining

Orford Mining is a gold and critical mineral explorer focused on highly prospective and underexplored areas of Northern Quebec. Orford's principal assets are the Qiqavik, West Raglan and lithium exploration projects comprising a land package totaling over 168,336 hectares in the Cape Smith Belt of Northern Quebec. The Qiqavik Project hosts several new high-grade gold discoveries along a mineralized trend in excess of 40 km. The West Raglan Project hosts a number of high-grade Raglan-style nickel/copper/platinum group metal discoveries along a 55 km mineralized trend. In early 2023 Orford acquired large claim blocks targeting Lithium in the Nunavik Region. These Lithium claim blocks have been carefully selected as having promising lithium potential after an exhaustive compilation of available data. The first field season of exploration on the lithium focused properties returned positive results. Orford also has four property positions in the Joutel region of the Abitibi District of Northern Quebec, which hosts historical deposits such as the Eagle/Telbel, Joutel Copper, Poirier Copper, and Vezza deposits. Orford continually seeks new gold exploration opportunities in North America. Orford's common shares trade on the TSX Venture Exchange under the symbol ORM. This information from neighbouring properties is not necessarily indicative of the mineralization on Orford Mining's properties.

To view further details about Orford's exploration projects please visit Orford's website, www.orfordmining.com.


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


Cautionary Statement Concerning Forward-Looking Statements

This news release contains "forward-looking information" as defined under applicable securities laws. Such forward-looking statements include, but are not limited to, statements relating to: the completion of the Transaction and the Arrangement as proposed to be effected pursuant to the Agreement; the ability of the parties to satisfy the conditions to closing of the Arrangement; the anticipated timing of the completion of the Arrangement, and statements relating to Orford's liquidity and capital resources and potential of one or more of Orford's mineral exploration properties.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Orford to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These factors include, among others, obtaining required court and regulatory approvals, exercise of any termination rights under the Agreement, meeting other conditions in the Agreement, material adverse effects on the business, properties and assets of Orford, and whether any superior proposal will be made. completion of the Transaction, and, in respect of statements concerning Orford's liquidity, capital resources and potential of Orford's mineral exploration properties, future prices and the supply of metals; the results of drilling; inability to raise the money necessary to incur the expenditures required to retain and advance the properties; environmental liabilities (known and unknown); general business, economic, competitive, political and social uncertainties; accidents, labour disputes and other risks of the mining industry; political instability, terrorism, insurrection or war; or delays in obtaining governmental approvals, failure to obtain regulatory or shareholder approvals. For a more detailed discussion of such risks and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements, refer to Orford's filings with Canadian securities regulators available on SEDAR+ at www.sedarplus.com.

Although Orford has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Forward- looking statements contained herein are made as of the date of this news release and Orford disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by applicable securities laws.

SOURCE Orford Mining Corp.



Contact

Orford Mining Corporation
David Christie, President and CEO
2 St. Clair Avenue West, 18th Floor
Toronto, ON M4V 1L5
T: 647-255-8037
www.orfordmining.com