Mr. Edward Ellwood reports

PRIVATE PLACEMENT

Peloton Minerals Corp. intends to close a private placement of units priced at nine cents per unit for total proceeds of between $100,000 and $250,000 for lithium exploration in northern Nevada and working capital.

The private placement will be conducted in reliance upon certain prospectus exemptions, including the exemption allowing issuers to raise capital by distributing securities to existing shareholders contained in Ontario Securities Commission Rule 45-501 (2.9) and the various corresponding blanket orders and rules of participating jurisdictions (with the exception of Newfoundland and Labrador), as well as other available prospectus exemptions, including sales to accredited investors and close personal friends and business associates of directors and officers of the company. The company has set Nov. 11, 2024, as the record date for the purpose of determining existing shareholders entitled to purchase shares pursuant to the existing shareholder exemption.

The securities issued in connection with the private placement are subject to a hold period expiring four months and one day from the issuance of the securities.

Peloton is a reporting issuer in good standing in the provinces of British Columbia and Ontario whose common shares are listed on the Canadian Securities Exchange (symbol: PMC) and trade in the United States on the OTCQB (symbol: PMCCF). There are 137,265,371 common shares issued and outstanding in the capital of the company before the closing of the placement described above.

Peloton's exploration portfolio includes the North Elko lithium project, as well as a gold exploration project on the Carlin trend, Nevada, and a non-controlling interest in a copper porphyry project near Butte, Mont.

We seek Safe Harbor.