Southern Empire Announces Termination of Investor Relations Agreement

Southern Empire announces that the investor relations agreement (the “IR Agreement”) previously entered into with CM-Equity AG Global Investment Solutions (“CM-Equity AG”) (see news release dated March 8, 2021) has expired without being renewed by the Company.

Further, the Company wishes to make the following clarifications regarding the payment of service fee to CM-Equity AG.  Under the IR Agreement, the Company was required to make an upfront cash payment of EUR 50,000 (the “Upfront Cash Payment”) to CM-Equity AG. The Company intended to make the Upfront Cash Payment upon entry into the IR Agreement on February 15, 2021 but did not make the Upfront Cash Payment to CM-Equity AG until November 19, 2021. The delay in payment was due to the Company focusing its cash on hand for exploration activities.

On December 1, 2021, the Company closed the Financing (see news release dated December 2, 2021), in which CM-Equity AG subscribed for 500,000 units of the Company at CAD 0.10 per unit for total proceeds of CAD 50,000.  Even though the subscription was completed shortly after the Upfront Cash Payment, the Company did not intend that such subscription would be related to any services provided by CM-Equity AG and was not to be part of any compensation arrangement.

Due to the Upfront Cash Payment and the fact that CM Equity-AG subscribed for units in the private placement, the TSX Venture Exchange did not accept the IR Agreement.

About Southern Empire Resources Corp.

Southern Empire is focused on the acquisition, exploration and development of metals and minerals deposits in North America.

In northeastern Durango State, México, Southern Empire has an option to acquire a 100-per-cent beneficial interest in the 1,750-hectare Pedro Gold Project. At Pedro, in the spring of 2022, Southern Empire drilled gold mineralization approximately 800 metres from 2014 drilling by a subsidiary of Newmont Mining Corporation. Gold mineralization, associated with highly anomalous arsenic (orpiment and realgar common), antimony, mercury and thallium, has been identified hosted in permeable basal conglomerates deposited during Oligocene extensional deformation, the latter forming widespread Basin and Range physiography along the easter part of Sierra Madre Occidental. Gold is present in 12 of the 17 holes drilled at Pedro to date. Please see Southern Empire’s news releases posted on SEDAR for further details.

In the Cargo Muchacho mountains of Imperial County, California, Southern Empire owns 100 percent of the historical gold-producing American Girl mine property and holds options to acquire a 100 percent interest in the adjacent 2,160-hectare (5,338-acre) Oro Cruz Property located approximately 22.5 kilometres (14 miles) southeast of the operating Mesquite gold mine of Equinox Gold Corp.

At Oro Cruz, extensive historical drilling and large-scale open-pit and underground mining of the American Girl, Padre y Madre, Queen, and Cross oxide gold deposits by the American Girl Mining Joint Venture (“AGMJV”) occurred between 1987 and 1996. During that time, gold was recovered by either heap leaching of lower-grade, or milling of higher-grade ores until AGMJV operations ceased in late 1996 because of declining gold prices leaving the Oro Cruz Property with many gold exploration targets in addition to a historical inferred resource estimate, reported In 2011 by Lincoln Mining Corp., totaling 341,800 ounces gold based on 4,386,000 tonnes averaging 2.2 grams gold per tonne (g Au /t) at a cut-off grade of 0.68 g Au/t (4,835,000 tons at 0.07 ounce gold per ton; please refer to the Cautionary Notice Regarding the Oro Cruz Property Historical Resource Estimate below).

On behalf of the Board of Directors of Southern Empire Resources Corp.,

Dale Wallster, CEO and Director

For further information on Southern Empire please visit: www.smp.gold and SEDAR or contact: Lubica Keighery, (778) 889-5476, lubica@smp.gold .

NT4