Mr. Peter van Alphen reports

NUVAU MINERALS ANNOUNCES AMENDMENT TO PRIVATE PLACEMENT TERMS

Nuvau Minerals Inc., further to its news release dated Jan. 30, 2026, has amended the terms of its previously announced best efforts brokered private placement offering, co-led by Clarus Securities Inc. and Integrity Capital Group Inc., comprising the offering of up to 18.75 million units of the company at a price of 80 cents per unit for gross proceeds of up to $15-million and the offering of up to 5,555,555 FT (flow-through) shares (as defined herein) at a price of 90 cents per FT share for gross proceeds of up to $5-million.

As amended, the company proposes to issue up to 5,555,555 flow-through common shares of the company at an offering price of 90 cents per FT share. All FT shares will be common shares of the company that qualify as flow-through shares within the meaning of Subsection 66(15) of the Income Tax Act (Canada) (ITA) and Section 359.1 of the Taxation Act (Quebec). The gross proceeds from the offering of FT shares will be used by the company to incur eligible Canadian exploration expenses (as defined in the ITA), a portion of which may qualify as flow-through mining expenditures and at least 30 per cent of which will qualify as flow-through critical mineral mining expenditures (FTCMME) (each as defined in the ITA). At the sole discretion of the company, certain subscribers of FT shares may be allocated a higher percentage of qualifying expenditures that qualify as FTCMME. All qualifying expenditures will be incurred by the company on or before Dec. 31, 2027, and will be renounced in favour of the subscribers of the FT shares with an effective date on or before Dec. 31, 2026.

All other terms of the offering remain unchanged. Please refer to the company's news release dated Jan. 30, 2026, for additional information.

In connection with the offering, a director of the company plans to sell up to 400,000 common shares of the company, held, directly or indirectly, through the facilities of the TSX Venture Exchange, and intends to use the proceeds from such sales to subscribe for 400,000 FT shares under the FT offering. The sale of such common shares is expected to be effected pursuant to prearranged trades made through the facilities of the exchange.

Participation in the offering by a director of the company constitutes a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that the fair market value of the transaction, insofar as it involves interested parties, will not exceed 25 per cent of the company's market capitalization.

Closing of the unit offering is expected to occur on or about Feb. 24, 2026, with the closing of the FT offering expected to occur on or about March 6, 2026. Completion of the offering remains subject to certain conditions, including, but not limited to, the conditional approval of exchange. All securities issued under the offering will be subject to a hold period expiring four months and one day from the date of issuance thereof.

The agents will have an option, exercisable in whole or in part up to 48 hours prior to the closing of the unit offering, to offer for sale up to any combination of additional units (or any combination of their underlying components) and/or additional FT shares, at their respective offering prices, to raise up to an additional $5-million in gross proceeds.

About Nuvau Minerals Inc.

Nuvau is a Canadian mining company, incorporated under the Ontario Business Corporations Act (OBCA), currently in the exploration and development phase. Nuvau's principal asset is its right to earn in a 100-per-cent undivided interest from Glencore in the Matagami property, located in Abitibi region of central Quebec, Canada, pursuant to an amended and restated earn-in agreement dated Jan. 28, 2026, among Nuvau, Nuvau Minerals and Glencore.

We seek Safe Harbor.