Ms. Sophia Shane reports

LUCA MINING COMPLETES C$211 MILLION SUBSCRIPTION RECEIPT FINANCINGS IN CONNECTION WITH THE PROPOSED ACQUISITION OF CAPSTONE COPPER'S COZAMIN MINE

In connection with the proposed acquisition of the Cozamin mine from Capstone Copper Corp. announced on Sept. 21, 2026, Luca Mining Corp. has completed a bought deal private placement offering of 155 million subscription receipts at a price of $1.00 per subscription receipt for gross proceeds of $155-million. The offering was conducted by National Bank Financial Inc., as lead underwriter and sole bookrunner, with Scotia Capital Inc. as co-lead manager, together with Raymond James Ltd., ATB Cormark Capital Markets, BMO Capital Markets, Canaccord Genuity Corp., Haywood Securities Inc. and Stifel Nicolaus Canada Inc.

Concurrently with the closing of the offering, the company completed a non-brokered private placement with Wheaton Precious Metals Corp. and Taurus Mining Finance Fund No. 3, pursuant to which Wheaton acquired 35,227,250 subscription receipts at the issue price and Taurus acquired 21,136,350 subscription receipts at the issue price, for aggregate gross proceeds of $56,363,600. The purchase of subscription receipts by Taurus is in addition to their committed $75-million (U.S.) portion of the $125-million (U.S.) senior secured acquisition facility, expected to close concurrently with the completion of the acquisition.

The company intends to use the net proceeds from the offering and the concurrent private placement to finance, in part, the cash portion of the consideration payable in connection with the acquisition.

In connection with the offering, Goldgroup Mining Inc. acquired 101,123,662 subscription receipts and entered into an investor rights agreement with the company pursuant to which Goldgroup is entitled to certain rights, provided it maintains certain ownership thresholds in the company, including: (a) the right to participate in equity financings and top-up its holdings in relation to dilutive issuances in order to maintain its pro rata ownership interest at the time of such financing; and (b) the right to nominate two persons to the board of directors of the company.

The gross proceeds from the offering and the concurrent private placement, less certain fees and expenses of the underwriters, were placed into escrow with Computershare Trust company of Canada. Each subscription receipt represents the right of a holder to receive, upon satisfaction or waiver of certain release conditions (including the satisfaction of all conditions precedent to the completion of the acquisition), without payment of additional consideration, one common share in the capital of the company subject to adjustments and in accordance with the terms and conditions of a subscription receipt agreement entered into among the company, the lead underwriter and the subscription receipt agent on the date hereof. Provided that the escrow release conditions are satisfied or waived (where permitted) on or before 5 p.m. (Toronto time) on Feb. 28, 2027, unless extended as described below or by the company with the prior written consent of the lead underwriter, the escrowed proceeds, together with all interest earned thereon, will be released to the company and the underwriters in accordance with the terms of the subscription receipt agreement.

If the closing of the acquisition has not occurred on or prior to the escrow release deadline as a result of the failure to obtain the requisite regulatory approvals in connection with the acquisition, then the initial escrow release deadline may be extended by up to two additional successive periods of one month each (for a maximum aggregate extension of the initial escrow release deadline by two months).

If the escrow release conditions are not satisfied prior to the escrow release deadline, or an earlier termination event as set out in the subscription receipt agreement occurs, the escrowed proceeds together with all interest earned thereon, will be returned on a pro rata basis to the holders of the subscription receipts, and the subscription receipts will be cancelled and have no further force and effect.

The subscription receipt agreement provides that purchasers in the offering and the concurrent private placement may also elect to waive the escrow release conditions and convert their subscription receipts into common shares prior to the escrow release deadline, provided that the number of common shares issuable upon conversion thereof does not exceed 19.9 per cent of the issued and outstanding common shares on a non-diluted basis, unless the company has obtained requisite shareholder and regulatory approvals.

As consideration for their services in connection with the offering, the company agreed to pay the underwriters a cash commission equal to 5.5 per cent of the gross proceeds of the offering, other than in respect of the subscription receipts acquired by Goldgroup on which a reduced commission of 1.0 per cent is payable. Fifty per cent of the underwriters' commission in connection with the offering was paid on closing of the offering, with the remaining 50 per cent to be held in escrow pending satisfaction of the escrow release conditions.

The offering and concurrent private placement remain subject to the final approval of the TSX Venture Exchange. The subscription receipts, including the common shares issuable upon conversion thereof, are subject to a statutory hold period expiring on Feb. 15, 2027.

About Luca Mining Corp.

Luca Mining is a Canadian mining company with two wholly owned mines located in the prolific Sierra Madre mineralized belt in Mexico. These mines produce gold, copper, zinc, silver and lead, generating strong cash flow. Both mines have considerable development and resource upside as well as significant exploration potential.

The company's Campo Morado mine hosts volcanogenic-massive-sulphide-style, polymetallic mineralization within a large land package comprising 121 square kilometres. It is an underground operation, producing zinc, copper, gold, silver and lead. The mine is located in Guerrero state.

The Tahuehueto mine is a large property of over 100 square kilometres in Durango state. The project hosts epithermal gold and silver vein-style mineralization. Tahuehueto is a newly constructed underground mining operation producing primarily gold and silver. Luca has successfully commissioned its mill and is now in commercial production at Tahuehueto.

On Sept. 17, 2026, Luca announced that it entered into an agreement to acquire the El Barqueno project, which is expected to close in Q4 2026, subject to receipt of regulatory approvals and customary closing conditions. The El Barqueno project is a large-scale exploration and development property covering over 32,000 hectares in Jalisco state. Previously operated by Agnico Eagle, the El Barqueno project is located approximately 100 kilometres west of Guadalajara and is accessible by paved and secondary roads. El Barqueno hosts a historical 2025 mineral resource estimate of 399,265 ounces of gold equivalent at 1.47 grams per tonne AuEq (gold equivalent) in the indicated category, with an additional 650,046 ounces at 1.43 g/t AuEq in the inferred category. Following closing, Luca plans to advance permitting to enable exploration drilling and development studies.

On Sept. 21, 2026, Luca announced that it entered into an agreement with Capstone to acquire 100 per cent of the Cozamin mine in Zacatecas, Mexico, for total upfront consideration of $290-million and up to an additional $95-million in deferred and contingent consideration. The Cozamin mine is a long-standing, cash-generating underground copper-silver mine with 20 years of continuous production. Based on current consensus estimates, the acquisition is expected to more than double Luca's 2027 production profile, increase cash flow generation and increase the company's exposure to copper and silver. The acquisition also expands Luca's operating footprint into Zacatecas, one of Mexico's most productive mining regions.

The Cozamin mine has a long operating history and a historical mine plan supporting mine life through 2030, based on historical mineral Reserve estimates disclosed by Capstone. Luca intends to undertake an extensive program of resource validation and exploration following closing, with the objective of extending mine life and demonstrating the long-term free cash flow generation potential of Cozamin. Luca has not adopted the historical mine plan and intends to develop an updated mine plan following completion of its review and verification of the historical technical information.

Qualified person

The technical information contained in this news release has been reviewed and approved by Paul D. Gray, PGeo, vice-president, exploration, at Luca Mining. Mr. Gray is a qualified person for the company as defined by National Instrument 43-101.

We seek Safe Harbor.