Luca Mining to buy Cozamin copper mine in Mexico for $290 mln upfront

For best results when printing this announcement, please click on link below: Capstone Copper Announces Sale of Cozamin for Total Consideration of up to $385 Million Capstone Copper Corp. (“Capstone” or the “Company”) (TSX:CS) (ASX:CSC) announces today that it has entered into a definitive agreement to sell its Cozamin copper-silver-zinc-lead mine (“Cozamin”), located in Zacatecas, Mexico, to Luca Mining Corp. (“Luca”) (TSXV:LUCA) (OTCQX:LUCMF) (Frankfurt:Z68) for up to $385 million in total consideration (the “Transaction”). Unless otherwise stated, all numbers are presented in United States dollars. Under the terms of the Transaction, Capstone will receive total consideration of up to $385 million, comprising: $275 million in upfront cash, subject to customary closing adjustments(1) $15 million in Luca shares, to be issued to Capstone at closing $35 million in deferred consideration, to be received on the first anniversary of closing(2) Up to $60 million in contingent cash consideration tied to annual average copper prices(3) Net proceeds from the Transaction will strengthen the Company’s balance sheet and provide financial flexibility to support its growth pipeline. Cashel Meagher, Capstone’s President and Chief Executive Officer, commented: “Cozamin has been an important part of our portfolio, providing stability and strong cash flows as Capstone has matured into a diversified copper producer. Since its first full year of operations in 2007, Cozamin has delivered consistently strong performance, a testament to the capability and quality of the team. We extend our sincere thanks to everyone at Cozamin for their dedication to safety and operational excellence over this period. We believe Cozamin will be well positioned under Luca’s ownership, providing regional expertise, focus, and commitment to invest in the mine’s future for the long-term benefit of the workforce and the surrounding communities. “The Transaction optimizes our portfolio and further strengthens our balance sheet, enabling us to redeploy capital into our high-return growth projects and allowing leadership to focus on the opportunities we believe will create the most value for our shareholders. It is an ideal time to streamline our portfolio through this divestiture as we advance towards transformational copper growth in Chile and the United States. “We are also pleased to retain exposure to the exploration upside at Cozamin, through our shareholding in Luca, following completion of the Transaction. Given the strong operational track record of the Luca team in Mexico, we believe they will be excellent stewards of the mine and are well placed to unlock its full potential.” Indicative Timeline and Approvals The Transaction is expected to close in the fourth quarter of 2026, subject to the completion of customary conditions and regulatory approvals, including stock exchange and Mexican National Antitrust Commission approval. The Transaction is not subject to shareholder approval or