Mr. Jerrold Annett reports

CAPSTONE COPPER AND ORION ANNOUNCE C$375 MILLION BOUGHT DEAL

Capstone Copper Corp. and Orion Fund JV Ltd., Orion Mine Finance Fund II LP and Orion Mine Finance (Master) Fund I-A LP (collectively, Orion or the selling shareholders) jointly have entered into an agreement with a syndicate of underwriters led by RBC Capital Markets, as lead bookrunner, and including National Bank Financial and Scotiabank as joint bookrunners pursuant to which the underwriters have agreed to purchase, on a bought deal basis from the company and Orion, a total of 59.52 million common shares of Capstone at a price of $6.30 per common share, for aggregate gross proceeds of $374,976,000. The company has granted the underwriters an option, exercisable in whole or in part at any time up to 30 days after the closing of the offering, to purchase up to an additional 8,928,000 common shares from the company at the offering price (the overallotment option) which, if exercised in full, would increase the aggregate gross proceeds of the offering to $431,222,400. The offering is expected to close on or about Feb. 8, 2024, and is subject to customary closing conditions, including Capstone and Orion receiving all necessary regulatory approvals.

In connection with the offering, the company will issue 47.62 million common shares for aggregate gross proceeds of $300,006,000. The selling shareholders will receive gross proceeds of $74.97-million from the secondary sale of 11.9 million common shares.

The net proceeds of the offering received by Capstone will be used to advance near-term growth initiatives in Chile, notably the Mantoverde optimized project and Santo Domingo detailed engineering, advance expansionary exploration programs, as well as for general corporate and working capital purposes to provide additional balance sheet flexibility as further described in the prospectus supplement. The company will not receive any proceeds from the secondary sale, which will be paid directly to the selling shareholders.

The offering will be made by way of a prospectus supplement to the company's short form base shelf prospectus dated March 1, 2023, in all of the provinces and territories of Canada (other than Quebec) and may be offered in the United States to qualified institutional buyers pursuant to Rule 144A under the United States Securities Act of 1933, as amended and in those other jurisdictions outside Canada and the United States pursuant to exemptions from prospectus and registration requirements.

As part of the offering, Orion has agreed, subject to certain limited exceptions, not to sell any common shares or other securities of Capstone for a period of 90 days from the closing of the offering. The company has also agreed, subject to certain limited exceptions, not to issue any common shares or other securities of Capstone for a period of 90 days from the closing of the offering.

The selling shareholders currently hold an aggregate of 164,836,179 common shares, representing approximately 23.7 per cent of the company's issued and outstanding common shares. Following the closing of the offering, but before giving effect to the overallotment option, the selling shareholders will, in the aggregate, beneficially own 152,936,179 common shares, representing 20.6 per cent of the outstanding common shares. Following the closing of the offering, and assuming that the overallotment option is exercised in full, the selling shareholders will, in the aggregate, beneficially own 20.3 per cent of the outstanding common shares.

The prospectus supplement will be filed on SEDAR+ on or before Feb. 5, 2024.

About Capstone Copper Corp.

Capstone Copper is an Americas-focused copper mining company headquartered in Vancouver, Canada. Capstone Copper owns and operates the Pinto Valley copper mine located in Arizona, United States; the Cozamin copper-silver mine located in Zacatecas, Mexico; the Mantos Blancos copper-silver mine located in the Antofagasta region, Chile; and 70 per cent of the Mantoverde copper-gold mine, located in the Atacama region, Chile. In addition, Capstone Copper owns the fully permitted Santo Domingo copper-iron-gold project, located approximately 30 kilometres northeast of Mantoverde in the Atacama region, Chile, as well as a portfolio of exploration properties in the Americas.

Capstone Copper's strategy is to unlock transformational copper production growth while executing on cost and operational improvements through innovation, optimization, and safe and responsible production throughout its portfolio of assets. Capstone Copper focuses on profitability and disciplined capital allocation to surface stakeholder value. Capstone Copper is committed to creating a positive impact in the lives of people and local communities, while delivering compelling returns to investors by sustainably producing copper to meet the world's growing needs.

We seek Safe Harbor.