Mr. Luke Norman reports

LEVIATHAN METALS ANNOUNCES CLOSING OF AMALGAMATION

Leviathan Metals Corp. has closed its previously announced transaction with Cura Exploration Botswana Corp. The transaction was carried out by way of an amalgamation under the laws of the Province of British Columbia pursuant to the terms of an amalgamation agreement dated Sept. 11, 2025 (as amended on Oct. 31, 2025), between the company, 1555801 B.C. Ltd. (Subco), a wholly owned subsidiary of the company, and Cura. Pursuant to the amalgamation agreement, Subco amalgamated with Cura and all of the issued and outstanding securities of Cura were exchanged for securities of the company on a one-to-one basis. Cura is the 100-per-cent owner of the Kalahari copper and uranium exploration portfolios in Botswana.

As previously announced, Cura recently completed the acquisition of all of the shares of Afri Energy Pty. Ltd., AfriMetals No. 1 Pty. Ltd. and AfriMetals No. 2 Pty. Ltd. (the AfriMetals entities), which are the holders of certain copper and uranium prospecting licences in Botswana in accordance with the terms of the share purchase agreements, with the AfriMetals entities and the shareholders of the AfriMetals entities (the sellers).

The key asset of the AfriMetals entities is the land package commonly referred to as the Central project, which directly adjoins MMG's Khoemacau group of deposits and discoveries (Khoemacau), (combined measured and indicated mineral resources of 94 Mt (million tonnes) at 1.8 per cent Cu (copper) and 22 grams per tonne Ag (silver) and inferred mineral resources of 188 Mt at 1.6 per cent Cu and 20 g/t Ag) on the Kalahari copper belt (the KCB) which, together with the nearby Banana zone, Zone 6 and Ophion (combined measured and indicated mineral resources of 33 Mt at 1.4 per cent Cu and 21 g/t Ag and inferred mineral resources of 141 Mt at 0.9 per cent Cu and 10 g/t Ag) were acquired by MMG Ltd. in 2023 for $1.9-billion (U.S.).

Central displays similar large-scale geological characteristics to those observed at Khoemacau, making the property prospective for a Tier 1 copper discovery. Specifically, all known KCB copper deposits -- including those of Khoemacau -- occur at or close to a well-understood stratigraphic contact (namely the interface between the D'Kar and Ngwako Pan formations) on the flanks or hinges of kilometre-scale antiforms or domes, typically within secondary folds, shears or other structural trap sites which focused the mineralizing fluids. Central boasts around 24 kilometres of this contact, mostly around the main domal structure referred to as the Hyena Hills dome, as supported by high-resolution ground magnetic data collected in 2023 and 2024. The Hyena Hills dome is the next dome south from those hosting the Khoemacau deposits and discoveries; each of the other domes at Khoemacau hosts at least two copper deposits or discoveries.

In addition, the AfriMetals entities hold an extensive portfolio of uranium prospecting licences, also in Botswana. Most prominently the Serule uranium project is situated immediately adjacent and down dip of the Letlhakane uranium project (indicated mineral resources of 71.6 Mt (million tonnes) at 360 parts per million U3O8 (triuranium octoxide) and inferred mineral resources of 70.6 Mt at 363 ppm U3O8 containing 56.8 and 56.9 Mlb (million pounds) U3O8 in these categories, respectively) acquired via a $64-million (Australian) merger by Lotus resources in 2023. Drilling in 2024 at Serule demonstrated the presence of a mineralized zone which appears to be approximately four kilometres in width. Of the eight holes drilled in 2014, six have mineralized intervals with the most prominent being 10 m at 415 ppm U3O8.

Botswana is a politically stable pro-mining investment jurisdiction -- ranked No. 2 in Africa by the Fraser Institute (2024), enjoying investor-friendly legislation, a highly proficient and well-educated work force, and first world infrastructure -- set up to support mining, which is a pivotal and widely accepted national economic driver. The properties cover approximately 9,600 square kilometres of prospective copper and uranium tenures.

Highlights of the acquisition

Pursuant to the terms of the amalgamation agreement, the company acquired 100 per cent of the issued and outstanding (i) common shares of Cura (including, for certainty all subscription shares of Cura) in exchange for 37 million common shares of the company and (ii) common share purchase warrants of Cura in exchange for 5.5 million common share purchase warrants of the company, with each such Leviathan warrant having terms and conditions identical to the Cura warrants, being a term of two years and an exercise price of 15 cents.

Additionally, pursuant to the transaction, Leviathan assumed the obligation under the share purchase agreements to pay certain milestone payments to the sellers under the share purchase agreements by way of a future issuance of up to 16.5 million Leviathan shares to such parties subject to certain targets being satisfied. The milestone payments consist of 8.25 million Leviathan shares issuable upon the preparation of a mineral resource estimate of measured resources, indicated resources, inferred resources or any combination thereof of at least 40 Mlb U3O8 at a grade of at least 250 ppm U3O8 (resource estimate) within certain of the properties and 8.25 million Leviathan shares issuable upon the preparation of a mineral resource estimate of measured resources, indicated resources, inferred resources or any combination thereof at least 15 Mt of copper at a grade of at least 1.75 per cent CuEq (resource estimate) within certain of the properties.

The securityholders of Cura that participated in the August, 2025, 25-cent common share private placement will not be subject to any TSX Venture Exchange escrow or resale restrictions. The remaining common shares and warrants of Leviathan issued in connection with the transaction will be subject to escrow or resale restrictions in accordance with the policies of the TSX-V. Twenty-three million common shares and 5.5 million warrants are subject to a TSX-V Form 5D escrow agreement and will be released in tranches as follows: 10 per cent on Nov. 28, 2025, and 15 per cent every six months thereafter, with the final release scheduled for Nov. 28, 2028.

In consideration of the AfriMetals entities, Cura paid a total of $1,688,863 (U.S.) (approximately $2,268,630) in cash consideration to the sellers. In addition, Cura has cash on hand of approximately $765,000 and incurred expenses of $93,000 in connection with preparation of the technical reports pursuant to National Instrument 43-101 -- Standards of Disclosure for Mineral Projects related to the Properties.

The Leviathan shares issued to the former shareholders of Cura are valued (in accordance with TSX-V Policy 5.3) at $8,947,500 (net of cash held by Cura at closing). The variation between the price paid by Cura to the AfriMetals entities and that paid to the former Cura shareholders is in the view of management due to the fact that Cura and the AfriMetals entities entered in binding agreements in December, 2024, and that market perception for copper and uranium assets have improved since such date and the purchase price paid by Leviathan was in shares whereas the consideration paid by Cura to the AfriMetals entities was in cash.

The properties consist of the following:

• Three copper prospecting licences held by Innovation Surveyors Pty. Ltd., a wholly owned subsidiary of the AfriMetals No. 1 Pty. Ltd., of which one is active (the Central project) and two are pending renewal;
• Five copper prospecting licences held by GCM resources Pty. Ltd., a wholly owned subsidiary of AfriMetals No. 2 Pty. Ltd., of which two are active and three are pending renewal;
• 10 uranium prospecting licences held by Afri-Uranium Pty. Ltd., a wholly owned subsidiary of Afri Energy Pty. Ltd., of which three are active (including the Serule uranium project), and the remaining are pending renewal.

The renewals are subject to the receipt of regulatory approvals. While management's expectation is that such renewals will be granted, there is no certainty that such renewals will be granted in a timely manner or at all. The properties are held under prospecting licences (PLs) as defined in the Botswana Mines and Minerals Act No. 17 of 1999 as subsequently amended by the Mines and Minerals (Amendment) Act of 2024. A PL in Botswana is granted for a term of three years and may be renewed three times upon demonstration of exploration progress and effort. Each renewal is valid for two years. At the end of the initial term (for the first renewal), a reduction of the area by at least 50 per cent is required; for subsequent renewals, the size reduction should be by half, or a lesser portion, as the minister may agree to. The MMA specifies that a renewal application for a PL be submitted no later than three months prior to the expiry of any given PL, and requires the presentation of a report on prospecting operations carried out and the direct costs incurred thereby, and a statement of a proposed program of prospecting operations to be carried out during the period of renewal and the estimated cost thereof. Notwithstanding the above, the minister may also renew a prospecting licence for a further period or periods beyond the initial four periods where a discovery has been made. In the cases of the Central and Serule projects all of the constituent prospecting licences are in effect. In the cases of those licences pending renewal these are considered either non-core or immaterial; renewals are subject to the receipt of regulatory approvals for which Leviathan expects an outcome in the near term. If the licences are not renewed, it may lead to the licence expiring or the loss of tenure.

Each of Innovation Surveyors Pty. Ltd. and GCM resources Pty. Ltd. has granted a 1-per-cent net smelter return royalty on the copper prospecting licenses (either the Innovation royalty or the GCM royalty) to their former shareholders. Each of the Innovation royalty and GCM royalty may be entirely repurchased with a one-time payment of $2-million (U.S.).

In the event any mining licence area covers leased land, the company will need to obtain consent of the landholder, which may require compensation to be paid by the company. If the company cannot obtain consent of the landholder, the company will be required to obtain regulatory approval in respect of the leased land.

There will be no change of control of Leviathan nor change of management.

The current exploration plans of the company do not include any geothermal drilling and blasting. Any geothermal drilling or blasting will require the company to obtain regulatory approvals.

The consideration payable in connection with the transaction was determined by arm's-length negotiation between the company and Cura. To the best of the knowledge of the company, Cura and the AfriMetals entities are arm's-length parties. The transaction is an arm's-length transaction and is not expected to result in the creation of a new control person of the company pursuant to the policies of the TSX-V.

The company received final approval of the transaction from the TSX-V.

Qualified person and data verification

Andrew Pedley (PrSciNat), a qualified person under National Instrument 43-101 -- Standards of Disclosure for Mineral Projects, has approved the scientific and technical information contained in this news release relating to the Central project and the Serule uranium project. Mr. Pedley is an independent consultant for Leviathan.

About Leviathan Metals Corp.

Leviathan Metals, previously known as Leviathan Gold Ltd., is a Canadian-based mineral exploration company listed on the TSX-V (LVX) and Germany (0GP).

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