Mr. Mark Goodman reports

COPPER ROAD SHAREHOLDERS OVERWHELMINGLY APPROVE SALE OF COPPER ROAD PROJECT AND PROVIDES FURTHER INFORMATION ON CLOSING OF TRANSACTION AND DISTRIBUTION OF STERLING SHARES

Copper Road Resources Inc.'s shareholders overwhelmingly approved two special resolutions authorizing the sale of the Copper Road project to Sterling Metals Corp. and the distribution of an aggregate of 108,087,683 common shares of Sterling to shareholders of the company as a reduction of stated capital, at a special meeting of shareholders of the company held earlier today. Each of the resolutions was approved by over 90 per cent of the votes cast by shareholders of Copper Road present in person or represented by proxy and entitled to vote at the meeting.

Pursuant to the terms of a definitive share purchase agreement dated Feb. 13, 2024, between the company, Sterling and a wholly owned subsidiary of the company, Sterling will acquire the subsidiary, which will hold the Copper Road project, in consideration for the issuance of an aggregate of 108,087,683 consideration shares, of which Copper Road will retain 21,838,123 consideration shares, representing approximately 9.9 per cent of the issued and outstanding common shares of Sterling, and distribute the remaining 86,249,560 consideration shares to its shareholders on pro rata basis. The completion of the transaction and distribution of the consideration shares are expected to occur concurrently on May 10, 2024.

The company approved the distribution and established the close of business on Wednesday, May 8, 2024, as the record date for the distribution. The company also established that the distribution will be paid on the closing of the transaction, being Friday, May 10, 2024. Pursuant to the requirements of the TSX Venture Exchange, the common shares of Copper Road will be halted after market close today and resume trading following the dividend payment date.

The Canadian Depository for Securities (CDS) and other depositories will be notified of the distribution and dividend payment date, and the company will co-ordinate arrangements with CDS and other depositories for the issuance and distribution of the distribution. Beneficial shareholders, being those holding their Copper Road shares through brokerage accounts where their Copper Road shares are held via CDS or other depositories, should contact their brokers for further information regarding payment of the distribution.

Registered holders entitled to the distribution, being those holding Copper Road shares in certified form or under the direct registration system (DRS), will receive consideration shares by way of DRS statements evidencing the consideration shares to which they are entitled under the distribution.

Shareholders with questions regarding the tax treatment of the distribution should review the management information circular of the company dated March 22, 2024, which was previously mailed to shareholders of the company, a copy of which is also available under the company's issuer profile on SEDAR+, and to consult with their own tax advisers.

The distribution of the consideration shares will be distributed on a pro rata basis whereby each holder of a Copper Road share will receive approximately 1.46 consideration shares. No fractional shares or cash in lieu thereof (or any other form of payment) will be payable as part of the distribution, other than with respect to Copper Road shareholders who are U.S. persons (under United States law), who will instead receive a cash payment in lieu of the issuance of consideration shares. To the extent that the application of the distribution ratio results in a fraction of a consideration share otherwise being payable, the number of consideration shares to be distributed to a holder of Copper Road shares will be rounded down to the nearest whole number.

About Copper Road Resources Inc.

Copper Road Resources is a Canadian-based explorer engaged in the acquisition, exploration and evaluation of properties for the mining of precious and base metals. The company is exploring for large copper/gold deposits on the 24,000-hectare Batchewana Bay project, 80 kilometres north of Sault St. Marie, Ont., Canada.

About Sterling Metals Corp.

Sterling is a mineral exploration company focused on large-scale and high-grade Canadian exploration opportunities. Sterling is advancing the Adeline project in Labrador, which covers an entire sediment-hosted copper belt, with demonstrated potential for important new copper discoveries with significant silver credits, and the Sail Pond project in Newfoundland.

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