Empress Royalty Corp. (“Empress” or the “Company”) is pleased to announce it has acquired a 1% Net Smelter Return (“NSR”) royalty on production from the Pinos gold and silver project (“Pinos” or “the Project”) owned by Candelaria Mining Corp. (“Candelaria”) (TSXV:CAND). 

“We are pleased to announce Empress has completed its first near-term cash producing investment with the NSR royalty on Candelaria’s Pinos project in Mexico,” stated Alexandra Woodyer Sherron, CEO and President of Empress. “We are delighted to be part of Candelaria’s transition from developer to producer. This is the first investment in a Mexican royalty which was originated following the strategic alliance between Empress and Accendo Banco.” 

THE INVESTMENT & TRANSACTION 

On November 24, 2020, Empress completed the acquisition of a combined 1% NSR royalty on Pinos for an aggregate consideration of US$1,500,000. The acquisition was a combination of a newly created 0.5% NSR royalty on the Pinos project from Candelaria for consideration of US$750,000 and the purchase of an additional 0.5% NSR royalty on the Project from an existing royalty holder on the same terms and conditions. Empress’ royalties create a direct real property interest in the Project, that shall continue in perpetuity and registered against title. 

THE PROJECT 

The Pinos project, 100% owned by Candelaria, is located in the high-grade historical gold and silver district of the Zacatecas mining belt in north-central Mexico, just 67 kilometers northwest of San Luis Potosi. Zacatecas state, the second largest gold producing district in the country after Sonora, is a stable, mining-friendly state that includes Newmont Mining’s Peñasquito mine and Capstone Mining’s Cozamin mine. Pinos has excellent infrastructure with paved roads to the entry of the mine and electricity on-site. 

The Pinos project consists of 29 concessions comprising 3,816 hectares which is roughly 17 kilometers worth of veins containing gold and silver. The veins have been mined historically to a depth of only 180 meters, due to reaching the water table, but mineralization has been shown to continue at depth. 

The Pinos mining district dates back to the 17th century. It was one of two bonanza gold districts discovered by the Spanish. Towards the end of the 19th century, Cornish miners revived the district and continued mining throughout the Dorada or “Golden” era. Zacatecana Mining Company and Pachuca Mining Company then took over the project and operated in the district between 1920 and 1940. 

Historical records indicate over 800,000 ounces of gold have been produced from the Pinos district with average grades of 30 to 50 gold g/t from 33 shafts located throughout the district. Candelaria currently has Indicated resource of 175,697 tonnes at a grade of 4.7 grams per tonne of gold equivalent estimated to contain 26,358 ounces of gold equivalent and the Inferred resource a further 529,267 tonnes at a grade of 4.6 grams per tonne gold equivalent estimated to contain 56,146 ounces of gold equivalent. The 2018 Preliminary Economic Assessment (“PEA”) plans for average yearly production of ~12,700 ounces gold equivalent for a life of mine of seven years with potential for growth, at both depth and along strike, and it’s estimated that 80% of the district has yet to be explored. 

Pinos has all permits in-place for production and is currently being moved towards construction under its PEA and will begin construction of a 200 tonnes-per-day (“tpd”) mining operation with a path to ramp-up to 400 tpd within two years of initial production. 

As the final step to funding construction, on June 24, 2020, Candelaria reported it had closed a US$9.0 million medium term loan facility (“Facility”) with Accendo Banco, S.A. (“Accendo Banco”). Funds advanced under the Facility will be used for financing construction of the Pinos project. 

Further information on the Pinos project can be found in Candelaria’s “NI 43-101 Preliminary Economic Assessment Study for the Pinos Project Zacatecas Mexico” (the “Pinos Technical Report“) titled authored by Jose Antonio Olmedo, Geol. Eng., M.Sc. and David J. Salari, P. Eng., dated October 16, 2018 and effective September 13, 2018. The Pinos Technical Report was prepared in accordance with NI 43-101 and is available on Candelaria’s company profile at www.sedar.com. 

PUBLIC LISTING EVENT 

Empress has submitted an application to be listed as an investment issuer on the TSX Venture Exchange (the “Exchange”), and the listing is subject to satisfying the Exchange that the Company meets applicable listing requirements and obtaining Exchange approval for the listing. 

ABOUT EMPRESS ROYALTY CORP. 

Empress Royalty is a new precious metals royalty and streaming company focused on the creation of unique financing solutions for mining companies. Empress has an existing portfolio of 13 gold royalties and is actively focused on finding industry partners with development and production stage projects who require additional non-dilutive capital. The Company has strategic partnerships with Endeavour Financial in London, Terra Capital in Australia and Accendo Banco in Mexico which allow Empress to not only access global investment opportunities but also bring unique mining finance expertise, deal structuring and access to capital markets. Empress is looking forward to continuously creating value for its shareholders through the proven royalty and streaming models. 

ON BEHALF OF EMPRESS ROYALTY CORP. 

Per: Alexandra Woodyer Sherron, CEO and President 

For further information, please visit our website at www.empressroyalty.com or contact Alexandra Woodyer Sherron, CEO and President, by phone at +1.604.331.2080 or email at [email protected]. 

This news release contains statements about Empress’ expectations regarding the Alliance Agreement which are forward-looking in nature and, as a result, are subject to certain risks and uncertainties. Generally, forward-looking statements can be identified by the use of forward-looking terminology such as “expects”, “believes”, “anticipates”, “aims to”, “plans to” or “intends to” or variations of such words and phrases or statements that certain actions, events or results “will” occur. Although Empress believes that the expectations reflected in these forward-looking statements are reasonable, undue reliance should not be placed on them as actual results may differ materially from the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include Empress Royalty not being successful in or deciding not to pursue opportunities in the royalties business. The forward-looking statements contained in this news release are made as of the date hereof, and Empress undertakes no obligation to update publicly or revise any forward-looking statements or information, except as required by law. Readers should not place undue reliance on forward-looking statements or information. 

Empress Royalty Corp. (“Empress” or the “Company”) is pleased to announce it has entered into a strategic alliance agreement (the “Alliance Agreement”) with Accendo Banco, S.A. (“Accendo”) to collaborate in respect to the acquisition by Empress of royalties and streams and potentially other investments in the Mexican mining sector. Empress currently has an existing portfolio with 13 North American gold royalties and the Alliance is part of the Company’s diversification into Latin America utilizing the strong and well-connected relationship of Accendo. In addition, Empress has strengthened its management team through the appointment of David Rhodes as Executive Chairman and Richard Vigil as Vice President – Americas, and the engagement of Endeavour Financial as its investment manager, as well as, retained the services of Peak Investor Marketing Corp (“Peak”). 

“We are excited to announce our strategic alliance with Accendo. Our relationship with Accendo is expected to accelerate Empress’ acquisition of precious metal royalties on developing and cash producing projects in Mexico,” stated Alexandra Woodyer Sherron, CEO and President of Empress. “The addition of Endeavour Financial and Richard Vigil to the Empress team adds valuable expertise in global deal flow and deal structuring that will further support our ability to create shareholder value and expand our precious metals royalty and stream portfolio. Additionally, we look forward to working with Peak and believe they will be able to create effective market awareness and allow us to connect with our shareholders.” 

“On behalf of Accendo Banco we are very excited to become involved with Empress as an important shareholder and strategic alliance partner and intend to move rapidly to complement their team with our technical team and large network in Latin America to support deal flow,” stated Javier Reyes, Chairman and CEO of Accendo Banco. 

“We are delighted to see the support from strong partners for the execution of Empress’ aggressive growth plans,” stated David Rhodes, Managing Director of Endeavour Financial. 

Strategic Alliance Agreement 

Accendo is an active investor and lender in the mining industry in Mexico and provides the Company with a strong partner in a country which is one of the top ten gold producers in the world. During the course of its business and through its extensive connections, Accendo becomes aware of opportunities to acquire royalties or streams in Mexican mining projects. Pursuant to the Alliance Agreement, Accendo will notify Empress of any Mexican royalty and stream opportunities of which it becomes aware, and if requested by Empress, assist in investigating and potentially acquiring such royalties or streams by making introductions, assisting Empress in 

undertaking due diligence and negotiating agreements to acquire such royalties or streams. Accendo’s obligations under the Alliance Agreement are exclusive to Empress in respect of precious metal projects and mines. 

Strengthening & Building Management Team 

David Rhodes has been appointed Executive Chairman of Empress. Mr. Rhodes is the Managing Director of Endeavour Financial, one of the top mining financial advisory firms, with an award-winning track record of success in the mining industry, specialising in arranging multi-sourced funding solutions for development companies. Mr. Rhodes’ career in the finance industry has spanned more than 25 years and he has arranged over US$18 billion of funding for mining companies. 

Richard Vigil, based in New York City, has been appointed as Vice President – Americas. Mr. Vigil is a mining engineer who has worked in the industry and finance sector for more than 12 years, recently as a consultant to Accendo. He will work with Empress and Endeavour Financial to develop royalty and streaming investment opportunities in the Americas. Mr. Vigil will provide the Company with technical, financial, commercial, and structuring services. 

Endeavour Financial has been appointed to act as the investment manager of the Company, and will develop, review, analyse, recommend and execute global precious metals investment opportunities for Empress. 

The Company has also signed a twelve-month marketing services agreement with Peak Investor Marketing Corp. to develop and implement a marketing program to create market awareness. 

Initial Private Placement 

Empress has closed its initial round of financing on a private placement basis for CAD$1.5 million by the issue of 30,000,000 common shares (the “Offering”). Concurrent with the execution of the Alliance Agreement, Accendo and its affiliates subscribed for 26.3% of the Offering, Endeavour Financial subscribed for 24.09% of the Offering and Terra Capital has subscribed for 23.5% of the Offering, with the result that each of them holds 19.9% of Empress’ common shares post-closing Insiders and key investors subscribed for the balance of the Offering. Post-closing the Company has 39,615,384 common shares outstanding. 

About Accendo Banco 

Accendo Banco’s mission is to accelerate the growth of medium-sized companies with potential through foreign exchange services, fiduciary and credit services, and advisory services to the Mexican mining industry. Accendo offers customized and innovative financial solutions, backed by a reliable and transparent team and management. With extensive experience in the mining industry in Latin America and a team of experts in the different areas of mining including geologists, engineers and financial analysts, Accendo is the perfect partner for mining companies. High standards are the cornerstone of all project analysis. Accendo promotes the strengthening and integration of the mining sector and its production chains, providing support to the mining industry, as well as its suppliers, whether national or international. 

About Endeavour Financial 

Endeavour Financial, with offices in London, UK and George Town, Cayman Islands, is one of the top mining financial advisory firms, with a record of success in the mining industry, specialising in arranging multi-sourced funding solutions for development-stage companies. Endeavour Financial, founded in 1988, has a well-established reputation of achieving success with over US$500 million in royalty and stream finance, US$4 billion in debt finance and US$28 billion in mergers and acquisitions. The Endeavour Financial team has diverse experience in both natural resources and finance, including investment bankers, geologists, mining engineers, cash flow modellers and financiers. 

About Terra Capital 

Terra Capital is a specialist investment manager with a proven track record of performance and with a management team that is strongly aligned with investors. Founded in 2010, Terra Capital is an Australian based specialist investment manager for sophisticated, wholesale and retail clients. Based in Sydney, the firm has established itself as one of the best performing boutique fund managers in Australia. 

About Peak Investor Marketing Corp. 

Peak Investor Marketing Corp. provides full-service marketing and consulting services focused on the junior mining sector. Peak is an independent arms-length entity and will assist Empress Royalty with marketing strategy and planning, corporate communications and public relations, with the goal of increasing market awareness of the company. 

About Empress Royalty Corp. 

Empress is currently a private royalty & streaming company focused on building a strong portfolio of global investment opportunities in precious metals mining companies. Empress has an existing portfolio of 13 gold royalties on projects in North America and is actively focused on finding industry partners with development and production stage projects who require additional non-dilutive capital. Empress is looking forward to continuously creating value for its shareholders through the proven royalty and streaming models. 

On behalf of Empress Royalty Corp. 

Per: Alexandra Woodyer Sherron, CEO and President 

For further information, please contact Alexandra Woodyer Sherron, CEO and President, by phone at +1.604.331.2080 or email at [email protected] 

This news release contains statements about Empress’ expectations regarding the Alliance Agreement which are forward-looking in nature and, as a result, are subject to certain risks and uncertainties. Generally, forward-looking statements can be identified by the use of forward-looking terminology such as “expects”, “believes”, “anticipates”, “aims to”, “plans to” or “intends to” or variations of such words and phrases or statements that certain actions, events or results “will” occur. Although Empress believes that the expectations reflected in these forward-looking statements are reasonable, undue reliance should not be placed on them as actual results may differ materially from the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include Empress Royalty not being successful in or deciding not to pursue opportunities in the royalties business. The forward-looking statements contained in this news release are made as of the date hereof, and Empress undertakes no obligation to update publicly or revise any forward-looking statements or information, except as required by law. Readers should not place undue reliance on forward-looking statements or information.