Mr. Jonathan Egilo reports

AXO COPPER ANNOUNCES CLOSING OF $40,250,000 BOUGHT DEAL FINANCING INCLUDING FULL EXERCISE OF THE OVER-ALLOTMENT OPTION

Axo Copper Corp. has closed its previously announced and upsized bought deal offering of units of the company with a syndicate of underwriters. Following the full exercise of the overallotment option, an aggregate of 57.5 million units were sold at a price of 70 cents per unit for gross proceeds to the company of $40.25-million. Each unit is composed of one common share of the company and one-half of one common share purchase warrant. Each warrant entitles the holder thereof to acquire one common share at a price of $1 per warrant share for a period of 18 months following the closing of the offering, subject to acceleration. The company intends to use the proceeds of the offering to continue the advancement of both La Huerta project and the San Antonio project, as well as for working capital and general corporate purposes.

The offering was completed by a syndicate of underwriters led by Desjardins Capital Markets and BMO Capital Markets as co-lead underwriters and joint bookrunners, and Stifel Canada. The underwriters were paid a cash commission of 6.0 per cent on the gross proceeds of the offering.

Within five business days following the date hereof, the company shall issue 2,363,516 common shares to Osisko Development Corp. (ODV) and 1,180,575 common shares to OR Royalties International Ltd., pursuant to a securities purchase agreement dated Nov. 21, 2025, and pursuant to a share issuance agreement dated Nov. 21, 2025, respectively, such that, following the issuance, ODV and OR retain their respective 9.99-per-cent and 4.99-per-cent ownership interests in the company with respect to the initial $10-million (U.S.) of gross proceeds of the offering. For certainty, no additional common shares will be issued to ODV or OR in respect of the proceeds raised above $10-million (U.S.).

The offering was conducted in each of the provinces of Canada, except Quebec, and outside of Canada in accordance with applicable securities laws. The offering is subject to final acceptance of the TSX Venture Exchange. The TSX-V has conditionally accepted the offering and the listing of the common shares and warrant shares.

Advisers

In connection with the offering, Fasken Martineau DuMoulin LLP acted as legal counsel for the company, and Wildeboer Dellelce LLP acted as legal counsel to the underwriters.

About Axo Copper Corp.

Axo Copper is a Canadian mineral exploration company engaged in the exploration and development of La Huerta property, a new copper discovery in Jalisco, Mexico, and the San Antonio gold property, a past-producing oxide copper mine located in Sonora, Mexico.

We seek Safe Harbor.