Canadian GoldCamps Corp. announced that further to the news release dated February 26, 2024, it has entered into a definitive agreement dated May 29, 2024 with F3 Uranium Corp?s wholly-owned subsidiary, F4 Uranium Corp. to earn up to a 70% interest in and to F4?s Murphy Lake Property in the Athabasca Basin, Saskatchewan.

The Property is located in the north-eastern corner of the Athabasca Basin, 30 km north-west of Orano's McLean Lake deposits, 5 km south of IsoEnergy's Hurricane Uranium Deposit and covers approximately 6.1 square kilometers of land. If completed, the Transaction will constitute a "fundamental change" of Canadian GoldCamps pursuant to the policies of the Canadian Securities Exchange. As a result, the Transaction requires approval of the majority of the shareholders of the Company.

Upon completion of the Transaction, Canadian GoldCamps intends to be listed on the CSE as a mining issuer and will principally focus on the exploration and development of the Property. The resulting issuer that will exist upon completion of the Transaction will continue to operate under a name to be determined by the Company. The Transaction is an arm's length transaction.

Upon closing of the Transaction and the Financings, it is expected that current shareholders of Canadian GoldCamps will hold approximately 90.1% of the common shares of the Resulting Issuer, F4 will hold approximately 9.9% of the common shares of the Resulting Issuer and new shareholders as a result of the Financings will hold approximately 62% of the common shares of the Resulting Issuer. To earn an initial 50% in and to the Property (the ?Initial Option?), Canadian GoldCamps made a non-refundable cash payment of $100,000 to F4 pursuant to the letter of intent dated February 13, 2024. In consideration for entering into the Agreement, Canadian GoldCamps shall make a further non-refundable cash payment of $200,000 to F4 on July 26 2024 the date for which the Company obtains shareholder approval of the transaction.

In order to maintain the Initial Option in good standing, the Company shall make additional and non-refundable cash payments to F4 in the aggregate of $600,000 according to the following schedule: (a) 150,000 on or before the date that is six (6) months after the Initial Payment Date; (b) 150,000 on or before the date that is twelve (12) months after the Initial Payment Date; (c) 150,000 on or before the date that is eighteen (18) months after the Initial Payment Date; and (d) 150,000 on or before the date that is twenty-four (24) months after the Initial Payment Date. To maintain the Initial Option in good standing, Canadian GoldCamps shall incur the following aggregate expenditures totaling $10,000,000 according to the following schedule: (a) total cumulative expenditures of 5,000,000 on or before the date that is twelve (12) months after the Initial Payment Date; and (b) additional expenditures of 5,000,000 on or before the date that is twenty-four (24) months after the Initial Payment Date. All expenditures required to be made by the Company may be made on a ?make or pay?

basis (i.e. Canadian GoldCamps may either make the required expenditures or pay F4 in cash for any shortfall, such cash payment to be made within 30 days of the end of the period for which such expenditures are required to be made pursuant to the Agreement) in order to maintain the Initial Option in good standing, but none of the expenditures are firm commitments. Expenditures incurred in any one-year period in excess of the minimum amounts can be carried over to the next year. All subsequent eligible expenditures will be applied as assessment credits toward the Property with applicable governmental authorities.

In order to maintain the Initial Option in good standing, Canadian GoldCamps shall, on or before the date that is ten (10) business days after the date that Canadian GoldCamps has completed one or more equity financings to raise gross proceeds totaling at least $6,000,000, issue from treasury to F4 for no additional consideration that number of common shares equal to 9.9% of the total number of common shares that are issued and outstanding as of such issuance date. All common shares issued will be issued as fully paid and non-assessable free and clear of all encumbrances, subject only to a four-month resale restriction imposed by applicable securities legislation. Failure to issue the common shares to F4 in accordance with the schedule will result in the termination of the Initial Option.

Upon the Company earning a 50% interest in and to the Property, both parties agree to participate in a joint venture for the further exploration and development of the Property, and, if deemed warranted, to bring the Property or a portion thereof into commercial production by establishing and operating a mine. To earn an additional 20% interest in and to the Property (for a total 70% interest in and to the Property) (the ?Bump up Option?), the Company must make the following cash payments and property expenditures: $250,000 on or before the date that is thirty (30) months after the Initial Payment Date; and $250,000 on or before the date that is thirty-six (36) months after the Initial Payment Date; and incurring additional expenditures of $8,000,000 on or before the date that is thirty-six (36) months after the Initial Payment Date. Notwithstanding the foregoing, the Company, at its option, may make a cash payment to F4 in lieu of any portion of the required expenditures at any time.

Upon the Company exercising the Initial Option and Bump up Option (if applicable), F4 shall receive a 2% net smelter royalty, provided that the Company shall be responsible only for the percentage of the NSR Royalty equal to its percentage interest in the Property. Therefore, if the Company obtains the Initial Interest, it shall be responsible for 50% of the NSR Royalty; and if the Company obtains the Initial Option and Bump up Option, it shall be responsible for 70% of the NSR Royalty.