CopAur Minerals Arranges $1 Million Loan

Vancouver, British Columbia--(Newsfile Corp. - July 26, 2024) - CopAur Minerals Inc. (TSXV: CPAU) (OTCQX: COPAF) ("CopAur" or the "Company") is pleased to announce that, subject to regulatory approval, it intends to enter into a loan agreement (the "Loan Agreements") with an arms length lender (the "Lender") pursuant to which the Company will borrow a total of C$1,000,000 (the "Loan"). The Loan will bear simple interest of 1% per month (12% per annum). The maturity date of the Loan will be the date that is 6 months following the date that the Lender provides the Loan to the Company and the Loan may be repaid at any time prior to its maturity with a minimum interest payment of 3 months' interest. Subject to TSX Venture Exchange approval, in the event that the Company conducts a private placement of its securities prior to the maturity of the Loan, the Lender will have a right to participate in the private placement by specifying the amount of the Loan that the Lender wishes to be used as a subscription commitment and the outstanding balance of the Loan will be reduced by the Lender's subscription commitment in the private placement.

Subject to the approval of the TSX Venture Exchange (the "TSXV"), the Company will issue 2,500,000 non-transferable share purchase warrants (the "Bonus Warrants") to the Lender as a bonus inducement for providing the Loan. Each Bonus Warrant will entitle the holder to purchase one common share of the Company at an exercise price of C$0.20 until the date that is 12 months following the date of issuance of the Bonus Warrants. In the event that the closing price (or closing bid price on any day on which there is no trade) of the common shares on the TSXV exceeds $0.45 per common share for a minimum of five consecutive trading days, the Company may provide written notice to the Lender accelerating the exercise of the Bonus Warrants to the date that is 30 days following the date of delivery of such written notice (the "Advance Exercise Date") and any unexercised Bonus Warrants will expire on the Advance Exercise Date.

The Company intends to use the proceeds of the Loan for general working capital purposes and to pay the cash consideration payable to Nevada Sunrise Metals Corporation (TSXV: NEV) (OTCBB: NVSGF) to purchase Nevada Sunrise's 18.74% ownership interest in the Kinsley Mountain Gold Project in Nevada ("Kinsley Acquisition"). The balance of the consideration payable to Nevada Sunrise will be the issuance of 1,000,000 common shares of the Company. If the Kinsley Acquisition is completed, CopAur will own 100% of the Kinsley Mountain Gold Project. See the Company's news release disseminated on July 8, 2024 for further information about the Kinsley Acquisition.

About CopAur

CopAur is an exploration company focused on developing projects within the emerging, mineral-rich mining regions of Nevada. The Company is backed by a dynamic and experienced team of resource professionals advancing its projects in Nevada with the flagship project being Kinsley Mountain Gold Project, a Carlin-style project located 90 kilometres south of the Long Canyon mine (currently in production under the Newmont/Barrick joint venture, Nevada Gold Mines).

For more information, please contact:

CopAur Minerals Inc.

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

Forward Looking Information

This news release contains forward-looking statements. These statements relate to future events or the Company's future performance including the Company's plans to borrow the Loan and issue the Loan Bonus Warrants and the intended uses for the Loan funds, as well as the Company's intention to complete the Kinsley Acquisition, and the obtaining of TSXV approval for these transactions. All such statements involve substantial known and unknown risks, uncertainties and other factors which may cause the actual results to vary from those expressed or implied by such forward-looking statements. Forward-looking statements involve significant risks and uncertainties, they should not be read as guarantees of future performance or results and they will not necessarily be accurate indications of whether or not such results will be achieved. Actual results could differ materially from those anticipated due to a number of factors and risks. Although the forward-looking statements contained in this news release are based upon what management of the Company believes are reasonable assumptions on the date of this news release, the Company cannot assure investors that actual results will be consistent with these forward-looking statements. The forward-looking statements contained in this press release are made as of the date hereof and the Company disclaims any intention or obligation to update or revised any forward-looking statements whether as a result of new information, future events or otherwise, except as required under applicable securities regulations.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/217980