Oronova Energy Inc. Closes $15 Million Non-Brokered Private Placement of Subscription Receipts

VANCOUVER, BC, Dec. 19, 2025 /CNW/ - Oronova Energy Inc. (TSXV: ONV.H) (the "Company") is pleased to announce that it has closed its non-brokered private placement of 60,000,000 subscription receipts ("Subscription Receipts") at a price of $0.25 per Subscription Receipt for aggregate gross proceeds of $15,000,000 (the "Offering"). The Offering was announced on November 20, 2025 in connection with the Company's announcement of its intention to acquire a 100% interest in the Cameron Gold Project (the "Project") from First Mining Gold Corp. by way of a reverse takeover transaction (the "Transaction") under the policies of the TSX Venture Exchange (the "TSXV") to form a new gold exploration and development company, Seva Mining Corp.

The Offering consisted of the issuance of the following components by the Company and 1001416725 Ontario Ltd., a wholly owned subsidiary of the Company ("FinCo"), at a price of $0.25 per Subscription Receipt:

• An aggregate of 48,594,000 Subscription Receipts issued by FinCo for aggregate gross proceeds of $12,148, 500; and
• An aggregate of 11,406,000 Subscription Receipts of the Company for aggregate gross proceeds of $2,851,500.

In connection with the Transaction, each Subscription Receipt will convert into one common share in the capital of the Company (a "Common Share") subject to the satisfaction of certain escrow release conditions, including the completion of the proposed Transaction and requisite approval of the TSXV. The proceeds of the Offering will be held in escrow pending satisfaction of the escrow release conditions. When released from escrow, proceeds from the Offering will be used to fund payment obligations and exploration expenditures relating to the Project, and for general working capital purposes.

It is anticipated that on closing of the Transaction, the Company will pay cash finder's fees of $150,180 to certain eligible finders.

The Offering remains subject to the final approval of the TSXV.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Further information regarding the Transaction can be found in the Company's news release filed on November 20, 2025.

On behalf of the Board of Directors of Oronova Energy Inc.

Geir LilandPresident and CEO

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 news release.

Cautionary Statement Regarding Forward-Looking Information

Certain statements and information herein contain forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Such forward-looking statements include but are not limited to statements or information with respect to: the Project, the Transaction and Offering.

Although management of the Company believe that the assumptions made and the expectations represented by such forward-looking statements are reasonable, there can be no assurance that forward-looking statements will prove to be accurate. Forward-looking statements by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These factors include, but are not limited to: the Transaction may not close on the terms set forth herein, or at all; in the event that the Transaction does not close, subscribers to the Offering may lose their entire investment; risks relating to the receipt of all requisite approvals for the proposed Transaction; the Project may never become a commercially viable mining operation; changes in general economic conditions or conditions in the financial markets; and risks related to general economic conditions.

The Company does not undertake to update any forward-looking information, except in accordance with applicable laws.

Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable, disinterested shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative.

The TSXV has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this news release.

SOURCE Oronova Energy Inc.

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