Camino Minerals Corporation announced that it has been granted exclusivity to complete due diligence and negotiate documentation by August 31, 2024, to acquire (the "Proposed Acquisition") the Puquios Project, a construction-ready copper project located in Chile, approximately 130 km northeast of La Serena, Coquimbo region (the "Project"). Camino has signed a non-binding Letter-of-Intent ("LOI") dated May 29, 2024, to acquire the Project in a 50:50 joint venture with Nittetsu Mining Co. Ltd. ("Nittetsu").

On June 26, 2024, Camino made a cash payment to the vendor pursuant to the LOI in the amount of CAD 100,000 for the exclusivity arrangement. The Proposed Acquisition complements the Company's partnership with Nittetsu on the Los Chapitos copper project. Nittetsu is currently completing an earn-in on Camino's Los Chapitos copper project in Peru, but is an arm's length party to Camino under TSX Venture Exchange ("TSXV") policies.

Nittetsu operates the Atacama Kozan copper mine and is currently constructing the USD 400 million Arqueros mine, both in Chile. Partnering with Nittetsu on a second copper project creates construction, operational, exploration, and capital markets synergies between Nittetsu and Camino. The potential vendors of the Project are Santiago Metals Investment Holdings II SLU and Santiago Metals Investment Holdings II-A LLC, which are companies owned by a fund advised by Denham Capital and are a non-arm's length party to Camino under TSXV policies.

Separate Denham-advised funds hold a shareholder interest in Camino of approximately 15% and Justin Machin, a Managing Director of Denham Capital, is a member of the Camino board. Pursuant to the LOI, Camino and Nittetsu are proposing to acquire 100% of the Puquios Project by acquiring all of the shares in Cuprum Resources Chile SpA ("Cuprum", a Chilean corporation and the owner of the Project) for consideration consisting of equal amounts of cash (CAD 10 million) and shares (CAD 10 million), contingent payments with a value of CAD 25 million and a 1% net smelter return royalty. Based on the current terms set out in the LOI, Nittetsu is expected to provide the initial cash consideration of CAD 10 million, and Camino to provide initial share consideration of CAD 10 million, priced at a share price equal to the lesser of CAD 0.075 and the share price of a financing anticipated to be undertaken by the Company in connection with the Proposed Acquisition (which financing shall be subject to TSXV acceptance, and the terms of which are to be finalized and announced at a later date).

In parallel, Nittetsu and Camino plan to finalize a 50:50 joint venture for the Project, in which the copper off-take for the Project will be shared at 50%. The Proposed Acquisition will constitute a non-arm's length "Reverse Takeover" for Camino as that term is defined in Policy 5.2 of the TSXV. Camino has been very active in advancing a corporate acquisition strategy, reviewing multiple projects over several years in order to build a copper portfolio ahead of what the Company believes to be strong macro-economic conditions for copper production.

The Company considers Puquios to be one of the best construction-ready projects available in the market and of the right size for Camino to finance and build. In addition, the Company believes that adding copper production assets to its portfolio of exploration assets will enhance and support its exploration strategy. Ultimately, the Company seeks to become a consolidator in the copper sector, creating value through cashflow generation and new copper discoveries.

Cuprum, the operating company in Chile that owns the Project and headquartered in Santiago, Chile, is engaged in the development of mineral resources. It has obtained a NI 43-101 compliant feasibility report dated January 14, 2022 in respect of the Project, and Camino management has been advised that Cuprum has secured all necessary environmental approvals and permits to begin construction in the near future of the plant and mine in respect of the Project. The parties are working toward completion of definitive documentation for early Third Quarter 2024.

The Proposed Acquisition, if consummated, is expected to involve the acquisition by Camino and Nittetsu of the shares of Cuprum. The principals and insiders of the Company post-closing of the Proposed Acquisition (including the Camino board composition) are yet to be determined, but the LOI contemplates certain Camino board representation rights granted to Denham Capital based on share ownership percentage thresholds beginning at 9.9%. Completion of the acquisition is subject to due diligence, settlement of definitive agreements, Camino shareholder approval, TSXV and other regulatory approvals, satisfaction of certain permitting milestones and other customary conditions.

The Camino board representative of Denham Capital has and will continue to abstain from all deliberations and voting in respect of the Proposed Acquisition. No finders' fees will be payable by Camino in respect of the Proposed Acquisition and the Company will seek a waiver of any sponsorship requirements of the TSXV in respect of the Proposed Acquisition.