RSR1 Osino Resources Corp

Osino Resources Corp. (TSXV:OSI) (NSX:OSN) (FSE:RSR1) (OTCQX:OSIIF) ("Osino" or the "Company") is pleased to announce that it has completed the initial tranche of its previously announced non-brokered private placement (the "Offering") of common shares of the Company (the "Common Shares") to Dundee Precious Metals Inc. ("DPM"). The Company issued 4,424,779 Common Shares to DPM at a price of C$1.13 per Common Share for aggregate gross proceeds to the Company of C$5,000,000.27. The initial tranche of the Offering was completed in connection with the arrangement agreement dated December 17, 2023 between Osino and DPM (the "Arrangement Agreement"), whereby DPM will acquire all of the issued and outstanding common shares of Osino pursuant to a court-approved plan of arrangement. After giving effect to the initial tranche of the Offering, DPM holds an aggregate of 8,235,379 Common Shares, representing approximately 4.9% of the Common Shares issued and outstanding on the date hereof, on a non-diluted basis.

The net proceeds of the Offering will be used for project activities, including engineering, drilling and other corporate purposes in accordance with Osino's budget, as agreed with DPM pursuant to the Arrangement Agreement.

The Common Shares were offered by way of private placement pursuant to applicable exemptions from prospectus requirements in British Columbia and Ontario. The securities issued under the Offering are subject to a four month hold period under applicable Canadian securities laws.

About Osino Resources

Osino is a Canadian gold exploration and development company focused on the fast-tracked development of our wholly owned, Twin Hills Gold Project in central Namibia. Since its grassroots discovery by Osino in August 2019 the Company has completed more than 225,000m of drilling and has completed a suite of specialist technical studies culminating in the recently published Twin Hills Definitive Feasibility Study ("DFS") dated effective June 12, 2023. The DFS describes a technically simple and economically robust open-pit gold operation with a 13-year mine life and average annual gold production of over 169,000oz per annum.

Osino has a commanding ground position of over 8,000km2 located within Namibia's prospective Damara sedimentary mineral belt, mostly in proximity to and along strike of the producing Navachab and Otjikoto Gold Mines. The Company is actively exploring a range of gold prospects and targets along the belt by utilizing a portfolio approach geared towards discovery, targeting gold mineralization that fits the broad orogenic gold model.

Our core projects are favourably located north and north-west of Namibia's capital city Windhoek. By virtue of their location, the projects benefit significantly from Namibia's well-established infrastructure with paved highways, railway, power and water in close proximity. Namibia is mining-friendly and lauded as one of the continent's most politically and socially stable jurisdictions. Osino continues to evaluate new ground with a view to expanding our Namibian portfolio.

Further details are available on the Company's website at https://osinoresources.com and under the Company's profile on SEDAR+ at www.sedarplus.ca.

On Behalf of the Board of DirectorsHeye Daun, President and CEO

CONTACT INFORMATIONOsino Resources Corp.Yaron Conforti+1-604-687-2038yconforti@osinoresources.com

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

Forward-Looking Information

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, without limitation, statements regarding the use of proceeds of the Offering. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Other factors which could materially affect such forward-looking information are described in the risk factors in the Company's most recent annual management's discussion and analysis which is available on the Company's profile on SEDAR+ at www.sedarplus.com. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.