Naughty Ventures Corp. to Acquire Lord Baron Property from Sorrento Resources

Rhea-AI Summary

Naughty Ventures (OTC Pink: YORKF) agreed to acquire a 100% undivided interest in Sorrento Resources' Lord Baron property under a Purchase Agreement dated October 16, 2025.

The consideration is 1,000,000 common shares of Naughty Ventures at a deemed price of $0.18 per share. The property is subject to an existing 2% net smelter returns royalty (NSR). Issued shares will be subject to a statutory four-month plus one day hold period.

Closing is conditional on customary closing conditions and regulatory approvals including the Canadian Securities Exchange (CSE), and the companies expect to complete the acquisition in the coming weeks. In connection with the acquisition, Sorrento will pay a finder's fee of 100,000 Sorrento shares to Kluane Capital upon closing.

Positive

• Acquisition grants Naughty Ventures a 100% undivided interest in Lord Baron
• Consideration structured as 1,000,000 shares at a fixed deemed price of $0.18
• Deal provides an additional near-term exploration opportunity

Negative

• Property is subject to an existing 2% NSR
• Closing remains conditional on CSE approval and customary conditions
• Sorrento will pay a 100,000-share finder’s fee to Kluane Capital

Vancouver, British Columbia--(Newsfile Corp. - October 17, 2025) - NAUGHTY VENTURES CORP. (CSE: BAD) (OTC Pink: YORKF) (FSE: 5DE) ( "Naughty Ventures") and Sorrento Resources Ltd. (CSE: SRS) (OTCQB: SRSLF) ("Sorrento") are excited to announce that they have entered into an arm's length mineral property purchase agreement (the "Purchase Agreement") dated October 16^th, 2025, pursuant to which Naughty Ventures has agreed to acquire a 100% undivided interest in Sorrento's Lord Baron property (the "Lord Baron Property"), subject to an existing underlying 2% net smelter returns royalty (the "NSR"). The acquisition of the Lord Baron Property provides Naughty Ventures with an additional, near-term exploration opportunity.

Blair Naughty, CEO of Naughty Ventures, commented:

"We know the Lord Baron Property well; it's a compelling opportunity and we are excited to advance it this year."

Details of the Purchase Agreement

Pursuant to the Purchase Agreement, Naughty Ventures will acquire an undivided 100% interest in and to the Lord Baron Property in consideration for issuing 1,000,000 common shares in the capital of Naughty Ventures (each, a "Share" and together, the "Shares"), at a deemed price of $0.18 per Share, subject to the NSR (the "Acquisition"). The Shares will be subject to a statutory four month and 1 day hold period from the date of issuance.

Closing of the Acquisition remains subject to, without limitation, receiving all necessary consents and approvals, including the approval of the Canadian Securities Exchange (the "CSE"), as well as the satisfaction of customary closing conditions. The Companies expect to complete the Acquisition in the coming weeks.

In connection with the Acquisition, Sorrento has agreed to pay a finder's fee equal to 100,000 Sorrento Shares to Kluane Capital FZCO upon closing of the Acquisition.

About Naughty Ventures Corp.

Naughty Ventures Corp. is a Canadian exploration company focused on acquiring, developing, and strategically positioning mineral assets with strong value potential, as well as investing in private and public companies with significant potential, exceptional management and/or high growth potential that may be strategically positioned in the global market. Naughty Ventures maintains a significant equity position in Mammoth Minerals Limited (formerly Firetail Resources Limited), holds an interest in the York Harbour copper-zinc project, and owns the high-grade Bottom Brook rare earth property. In addition, Naughty Ventures' investment activities may include the assembly of mineral exploration properties for resale or option, making investments in other mineral exploration companies, making investments in other public and private non-mineral focused companies, pursuing other promising investment opportunities and making other strategic investments.

About Sorrento Resources Ltd.

Sorrento is engaged in acquisition, exploration, and development of mineral property assets in Canada. Sorrento's objective is to locate and develop economic precious and base metal properties of merit in including the Wing Pond, Lord Baron, The PEG lithium project, and the Harmsworth (VMS) project all located in Newfoundland.

On Behalf of the Board of Directors,

"Blair Naughty"
CEO and President

For further details, please contact:

Email: info@yorkharbourmetals.com
604-341-6870 Office
Website: https://yorkharbourmetals.com

Forward-Looking Statements:

This news release contains forward‐looking statements and forward‐looking information (collectively, "forward‐looking statements") within the meaning of applicable Canadian legislation. Forward‐looking statements are typically identified by words such as: "believes", "expects", "anticipates", "intends", "estimates", "plans", "may", "should", "would", "will", "potential", "scheduled" or variations of such words and phrases and similar expressions, which, by their nature, refer to future events or results that may, could, would, might or will occur or be taken or achieved. All statements in this news release that are not purely historical are forward‐looking statements and include statements regarding beliefs, plans, expectations and orientations regarding the future, Naughty Ventures and Sorrento obtaining all required consents and approvals for the Acquisition, and Naughty Ventures and Sorrento's ability to close the Acquisition. Although Naughty Ventures believes that such statements are reasonable and reflect expectations of future developments and other factors which management believes to be reasonable and relevant, Naughty Ventures can give no assurance that such expectations will prove to be correct. In making the forward‐looking statements in this news release, Naughty Ventures has applied several material assumptions, including without limitation, that market fundamentals will support the viability of critical mineral resource exploration, the availability of the financing required for Naughty Ventures to carry out their planned future activities, including on the Lord Baron Project, and the availability of and the ability to retain and attract qualified personnel. Other factors may also adversely affect the future results or performance of Naughty Ventures, including general economic, market or business conditions, future prices of minerals, changes in the financial markets and in the demand for minerals, changes in laws, regulations and policies affecting the mineral exploration industry, as well as the risks and uncertainties which are more fully described in Naughty Ventures' annual and quarterly management's discussion and analysis and in other filings made by Naughty Ventures with Canadian securities regulatory authorities under Naughty Ventures' SEDAR+ profile. Ongoing labour shortages, inflationary pressures, rising interest rates, the global financial climate and the conflicts in Ukraine and Palestine and surrounding regions are some additional factors that are affecting current economic conditions and increasing economic uncertainty, which may impact Naughty Ventures' operating performance, financial position, and future prospects. Collectively, the potential impacts of this economic environment pose risks that are currently indescribable and immeasurable. No assurance can be given that any of the events anticipated by the forward‐looking statements will occur or, if they do occur, what benefits Naughty Ventures will obtain from them. Readers are cautioned that forward‐looking statements are not guarantees of future performance or events and, accordingly, are cautioned not to put undue reliance on forward‐looking statements due to the inherent uncertainty of such statements. Naughty Ventures does not undertake any obligation to update such forward‐looking information whether because of new information, future events or otherwise, except as expressly required by applicable law.

Neither the Canadian Securities Exchange nor the Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/270794

FAQ

What did Naughty Ventures (YORKF) agree to acquire on October 16, 2025?

Naughty Ventures agreed to acquire a 100% undivided interest in the Lord Baron property from Sorrento under a Purchase Agreement dated October 16, 2025.

What is the purchase price structure for the Lord Baron acquisition by YORKF?

The purchase consideration is 1,000,000 Naughty Ventures common shares at a deemed price of $0.18 per share.

Are there any royalties or encumbrances on the Lord Baron property after the YORKF acquisition?

Yes. The Lord Baron property will remain subject to an existing 2% net smelter returns royalty (NSR).

When will the Naughty Ventures shares issued for the LORD BARON acquisition become tradable?

The issued shares will be subject to a statutory four-month plus one day hold period from issuance.

What approvals are required to close the LORD BARON acquisition for YORKF?

Closing is conditional on customary closing conditions and regulatory approvals, including approval of the Canadian Securities Exchange (CSE).

Is there a finder’s fee related to the YORKF acquisition of Lord Baron?

Yes. In connection with the acquisition, Sorrento agreed to pay a 100,000 Sorrento shares finder’s fee to Kluane Capital upon closing.