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Sanatana Announces Secured Promissory Note and Provides Notice of Exercise to Acquire a 60% Undivided Interest in the Oweegee Dome Porphyry Copper-Gold Project, Located in BC's Golden Triangle

Vancouver, British Columbia--(Newsfile Corp. - December 31, 2024) - Sanatana Resources Inc. (TSXV: STA) ("Sanatana" or the "Company") has entered into a secured promissory note with an arm's length party (the "Lender") dated December 30, 2024, pursuant to which the Lender provided a secured promissory note (the "Loan") to the Company in the principal amount of $200,000.

The Loan is secured and bears interest at the rate of 10% per year, due monthly in arrears. The Loan has a one-year term with maturity on December 31, 2025. The first interest payment is due January 31, 2025 and every month thereafter from the date hereof until maturity. For additional terms of the Loan see "Other Terms of the Loan" below.

The proceeds from the Loan are being used by the Company to satisfy the final option payment for the Company to exercise, and acquire, a 60% interest in the Oweegee Dome Project pursuant to the option agreement between Sanatana and ArcWest Exploration Inc. ("ArcWest") dated July 19, 2021 (the "Option Agreement"). For further details on the Option Agreement, see the Company's news release dated July 21, 2021 (a copy of which is available under the Company's SEDAR+ profile at ).

Option Agreement

Sanatana has provided notice to ArcWest that within the time periods specified by the Option Agreement that Sanatana has made the required payments, Common Share issuances, and incurred the required exploration expenditures to earn, without any further act, the Initial Interest (as such term is defined in the Option Agreement, being a 60% undivided interest in and to the Oweegee Dome Project, free and clear of all encumbrances other than the existing royalty).

Sanatana has elected not to proceed with the Second Option (as such term is defined in the Option Agreement) and accordingly the Joint Venture will be formed as follows: a 60% interest in the Joint Venture in favour of Sanatana and a 40% interest in the Joint Venture in favour of ArcWest.

Pursuant to the terms of the Option Agreement, Sanatana and ArcWest are now required to negotiate in good faith and use all reasonable efforts to enter into the joint venture agreement within 90 days from the date hereof.

Sanatana will be the initial operator of the Joint Venture given that it holds a 50% or greater interest in the Joint Venture.

Subject to final accounting, Sanatana estimates that it incurred expenditures under the terms of the Option Agreement aggregating approximately $7.2 million, being approximately $600,000 in excess of what was required to exercise the Initial Interest. Accordingly, Sanatana is seeking to credit such excess towards expenditures required to be incurred by Sanatana under the Joint Venture.

Other Terms of the Loan

The Loan is not convertible into equity or voting securities of the Company or a subsidiary of the Company or otherwise participating in nature. No finder's fee or commission has been or will be paid in connection with the Loan. No bonus is to be paid.

The Loan is subject to acceleration if the Company raises $800,000 in debt and/or equity in any number of tranches.

Pursuant to section 1.2(b) of TSX Venture Exchange ("TSXV") Policy 5.1 - Loans, Bonuses, Finder's Fees and Commissions, the Company will make a notice filing with the Exchange with respect to the Loan.

About the Company

Sanatana Resources Inc. is a mineral exploration and development company focused on high-impact properties in Canada. With an award-winning technical team and experienced management and board of directors, Sanatana is based in Vancouver and is listed on the TSX Venture Exchange (TSX-V: STA).

SANATANA RESOURCES INC.

(signed) "Peter Miles"

Peter Miles
Chief Executive Officer

Cautionary Statement Regarding "Forward-Looking" Information

Mineralization hosted on adjacent, nearby or geologically similar properties is not necessarily indicative of mineralization hosted on the Company's properties.

This news release includes "forward-looking statements" and "forward-looking information" within the meaning of Canadian securities legislation. All statements included in this news release, other than statements of historical fact, are forward-looking statements, including, but not limited to, Sanatana's final accounting of expenditures it occurred in connection with the Option Agreement and the application of the excess expenditures to the Joint Venture.

Forward-looking statements and information can be identified by the use of words such as "plans", "seeks", "expects", "intends", "is expected", "potential", "suggests" or variations of such words or phrases, or statements that certain actions, events or results "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements and information are not historical facts and are subject to a number of risks and uncertainties beyond Sanatana's control including, but not limited to, regulatory approval for the Loan. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this news release. Accordingly, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except as may be required by law.

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

To view the source version of this press release, please visit