Mr. Fraser Laschinger reports

VOYAGEUR MINERAL EXPLORERS CORP. AND EVOLVE STRATEGIC ELEMENT ROYALTIES LTD. ENTER INTO DEFINITIVE AGREEMENT TO COMPLETE REVERSE TAKE-OVER

Voyageur Mineral Explorers Corp. and Evolve Strategic Element Royalties Ltd. have entered into a definitive business combination agreement dated Aug. 26, 2025, whereby Voyageur will acquire all of the issued and outstanding common shares of Evolve by way of a statutory three-cornered amalgamation under the Business Corporations Act (British Columbia). Upon completion of the proposed business combination, Voyageur (as it exists upon completion of the proposed transaction, the resulting issuer) will remain listed on the Canadian Securities Exchange, and will continue to carry its existing business activities and will begin to carry on the business of Evolve.

Voyageur and Evolve are arm's-length parties, and there are no current non-arm's-length parties of Voyageur who are insiders of Evolve, or presently hold any direct or indirect beneficial interest in either Evolve or any of its assets.

In connection with closing of the proposed transaction, Voyageur intends to continue under the Canada Business Corporations Act, consolidate all of the issued and outstanding common shares of Voyageur on the basis of one new Voyageur share for every four existing Voyageur shares outstanding, and change its name to Evolve Royalties Ltd. or such other name as may be agreed upon by the parties.

The Voyageur shares have been halted for trading on the CSE and are expected to remain halted pending closing of the proposed transaction.

Joseph de la Plante, chief executive officer of Evolve, stated: "Today marks a significant milestone for Evolve as we announce our reverse takeover transaction with Voyageur. Over the past year, we have built a copper-focused royalty portfolio anchored by Highland Valley Copper and Copper Mountain, two of Canada's largest copper mines. Through this transaction, we are adding exposure to McIlvenna Bay, which is expected to be Canada's next major copper producer, further strengthening our growth profile. With immediate cash flow, a clear path to meaningful growth and the benefits of a public listing, Evolve is well positioned to accelerate its acquisition strategy and deliver long-term value for shareholders.

"I would like to thank the Voyageur team, led by Robert Cudney and Fraser Laschinger, together with Northfield Capital, for patiently building a high-quality royalty portfolio and for entrusting our team to carry our combined business forward as we unlock the next phase of growth together."

Mr. Laschinger, president and chief executive officer of Voyageur, stated: "This strategic business combination marks a transformative event for Voyageur, creating a stronger, more diversified emerging leader in copper mining royalties. Through this union, Evolve is poised to drive meaningful growth and deliver enhanced value to all shareholders. This is a bold step forward and we are excited about the opportunities that lie ahead for the combined entity."

Transaction highlights:

• Leading emerging copper royalty platform: portfolio anchored by royalties on two of Canada's top three copper mines, Highland Valley Copper and Copper Mountain, plus exposure to Canada's next expected major producer, McIlvenna Bay;
• Diversified and scalable portfolio: exposure across multiple jurisdictions, operators and development stages, reducing concentration risk and positioning for future expansion;
• Enhanced market presence and access to capital: greater access to the public markets, with improved ability to raise growth capital and pursue accretive opportunities;
• Proven leadership with copper focus: led by a team with a strong record of building premium royalty businesses and maintaining clear alignment with the global copper demand driven by electrification and the energy transition.

Evolve is a private company existing under the Business Corporations Act (British Columbia) and is a strategic metals royalty company that strives to be one of the first to apply the royalty and streaming model to the next generation of strategic mines, moving early to secure premium assets and build decades of value in the low-carbon and digital economy.

Evolve's royalty portfolio consists of:

• A 0.51-per-cent net profit interest on Teck Resources Ltd.'s Highland Valley copper operation in British Columbia;
• A 5-per-cent net smelter return (NSR) royalty on copper and a 2.5-per-cent NSR royalty on all other metals produced on claims forming a portion of Hudbay Minerals Inc.'s Copper Mountain mine in British Columbia;
• A 2-per-cent NSR royalty on the Sal de Los Angeles lithium brine project in Argentina;
• Various exploration stage royalties and production payment rights.

The proposed transaction

Pursuant to the terms of the definitive agreement, Voyageur will acquire all of the issued and outstanding common shares of Evolve pursuant to a statutory three-cornered amalgamation under the Business Corporations Act (British Columbia), whereby Evolve and 1553132 B.C. Ltd, a wholly owned subsidiary of Voyageur incorporated for the purpose of completing the amalgamation, will amalgamate to form a newly amalgamated company (Amalco). Under the amalgamation, former shareholders of Evolve, other than Evolve shareholders who have validly exercised and have not withdrawn rights of dissent, will receive 0.285 Voyageur share (on a postconsolidation basis) for each common share of Evolve held (preconsolidation exchange ratio of 1.14). The consideration implies a purchase price of 80 Canadian cents per Evolve share, or gross consideration of approximately $70.3-million (Canadian), based on a price of the Voyageur shares of 70 cents, which represents a 7-per-cent premium to Voyageur's 35-day volume-weighted-average-price on the CSE as at Aug. 25. Upon completion of the amalgamation, Amalco will become a wholly owned subsidiary of the resulting issuer.

As of the date hereof, there are: (i) 32,545,898 Voyageur shares (on a preconsolidation basis) issued and outstanding; and (ii) 87,837,181 Evolve shares issued and outstanding. Excluding any Evolve shares issuable upon conversion of the Evolve subscription receipts as part of the Evolve offering, upon completion of the proposed transaction, if any, the resulting issuer is expected to have approximately 33,170,070 common shares issued and outstanding, on an undiluted and postconsolidation basis, with: (i) approximately 24.5 per cent of such resulting issuer shares expected to be held by the current shareholders of Voyageur; and (ii) approximately 75.5 per cent of such resulting issuer shares expected to be held by the former shareholders of Evolve. Upon the completion of the proposed transaction, the outstanding stock options and common share purchase warrants of Evolve will be exchanged (and adjusted to reflect the consolidation and the exchange ratio) for equivalent stock options and common warrants of the resulting issuer. In accordance with the rules and policies of the CSE, resulting issuer shares held by principals of the resulting issuer will be subject to such escrow requirements as may be imposed by the CSE.

Upon completion of the proposed transaction, the resulting issuer will be the parent company and the sole shareholder of Amalco, and will indirectly carry on the current business of Evolve along with its existing business.

In connection with the proposed transaction, Evolve will seek the approval of its shareholders with respect to the amalgamation at a meeting of Evolve shareholders. A management information circular providing further information on the amalgamation will be provided to the Evolve shareholders in connection with the meeting. Furthermore, Voyageur will seek shareholder approval for the proposed transaction, the continuance, the name change, the consolidation and the adoption of a new equity incentive plan. The proposed transaction will result in a fundamental change (as defined in the policies of the CSE) and will require approval of at least a majority of Voyageur's shareholders.

The proposed transaction has been unanimously approved by the board of directors of Voyageur and Evolve, and the board of directors of Evolve and Voyageur each recommend that its respective shareholders vote in favour of the proposed transaction and related matters.

As part of the proposed transaction, Evolve may conduct a private placement of subscription receipts. The terms of the financing will be established based on prevailing market conditions.

Voting and support agreements

In support of the proposed transaction, all the directors and officers of Voyageur and its largest shareholder, representing approximately 56.3 per cent of the outstanding Voyageur shares, have entered into voting support agreements with Evolve in support of the proposed transaction. In addition, all of the directors and officers of Evolve, who exercise voting control over 26.8 per cent of the outstanding common shares of Evolve, have entered into voting support agreements with Voyageur in support of the proposed transaction.

Directors and executive officers

Upon completion of the proposed transaction, the directors, executive officers and significant shareholders of the resulting issuer are expected to be as follows.

Executive officers

Joseph de la Plante, director, president and chief executive officer

Mr. de la Plante is the co-founder, president and CEO of Evolve, and is also co-founder and strategic adviser to Pecoy Copper Ltd. He was previously founder, chief investment officer and director of Nomad Royalty Company Ltd., which was acquired by Sandstorm Gold in 2022. Earlier in his career, Mr. de la Plante was a key architect in the establishment of Osisko Gold Royalties, where he led more than $1-billion in equity, royalty and streaming financings as vice-president of corporate development. He began his career in investment banking with the BMO Global Metals and Mining Group before joining Osisko Mining Corp., where he contributed to the development, operation and eventual $4.3-billion sale of the Canadian Malartic mine to Yamana Gold Inc. and Agnico Eagle Mines Ltd. in 2014. Mr. de la Plante holds a bachelor of mechanical engineering degree from McGill University.

Annie Dutil, chief financial officer

Ms. Dutil is the CFO of Evolve, as well as CFO of Pecoy Copper. Ms. Dutil is a member of the Ordre des comptables professionnels agrees du Quebec, and was vice-president and corporate controller at Nomad Royalty Company prior to her involvement with Evolve. Prior to joining Nomad Royalty Company, she has held a number of positions at PricewaterhouseCoopers LLP, including a role as director, where she has led the capital markets and accounting advisory services group in Montreal. In her current and previous roles, she has assisted several companies in their capital markets activities, including initial public offerings, financings, cross-border transactions, and complex accounting and regulatory matters.

Vincent Cardin-Tremblay, chief operating officer

Mr. Cardin-Tremblay is the co-founder and COO of Evolve, as well as co-founder and chief geological officer of Pecoy Copper. He is an accomplished geologist who brings extensive national and international experience in exploration and mine geology operating in the Americas and Africa. Mr. Cardin-Tremblay was vice-president, geology, for Nomad Royalty Company. Prior to joining Nomad Royalty Company, he was vice-president, geological services, at Harte Gold. He worked as director, exploration and geology, at Golden Star Resources Inc. and geology superintendent at the Rosebel mine in Suriname for Iamgold. Mr. Cardin-Tremblay also worked for Freeport-McMoRan and for Glencore at the Matagami and Raglan mines.

Vincent Metcalfe, strategic adviser and director

Mr. Metcalfe is the co-founder and chief investment officer of Evolve, and is also co-founder, CEO and director of Pecoy Copper. Prior to his involvement with Evolve and Pecoy, he was one of the founders and was the CEO and chair of Nomad Royalty Company. Mr. Metcalfe previously held a number of officer and senior executive roles with Toronto Stock Exchange- and New York Stock Exchange-listed resource companies within the Osisko group of companies. As an executive, he helped several companies advance and develop mining projects. He has extensive shareholder relations and proven experience in capital raising, mergers and acquisitions, and financial engineering. Prior to his executive roles, he advised resource clients, in both mergers and acquisitions, advisory, and financing at large Canadian investment banks for nearly 10 years.

Non-executive directors

Fraser Laschinger, director

Mr. Laschinger is the president and CEO of Voyageur. Prior to joining Voyageur, he was a co-founder of Mineral Streams Inc., a private precious metals royalty company that was sold to AuRico Metals Inc. in 2015. For the past 15 years, Mr. Laschinger has served as a senior executive for a number of junior mining companies. Previously, Mr. Laschinger worked in equity research for a Canadian investment dealer.

It is intended that the resulting issuer will also have two to three additional independent directors, to be named by Evolve on or before the closing of the proposed transaction.

Additional information

Additional information concerning the proposed transaction, Voyageur, Evolve and the resulting issuer will be provided in the filing statement to be filed by Voyageur in connection with the proposed transaction, which will be available in due course under Voyageur's SEDAR+ profile.

Readers are cautioned that, except as disclosed in the filing statement (or in the management information circular of Voyageur to be prepared and delivered by Voyageur in connection with the proposed transaction), any information released or received with respect to the proposed transaction may not be accurate or complete and should not be relied upon. There can be no assurance that the proposed transaction will be completed as proposed or at all.

Conditions precedent

Completion of the proposed transaction is subject to a number of conditions, including, without limitation, receipt of all necessary shareholder, third party and regulatory approvals and consents, the approval of the CSE, and other customary closing conditions for business combinations. Subject to the satisfaction (or, where permitted, waiver) of such conditions, the closing of the proposed transaction is expected to occur in the fourth calendar quarter of 2025. The parties will issue a further news release announcing the financing terms and the closing of the proposed transaction.

About Voyageur Mineral Explorers Corp.

Voyageur is a Canadian junior mineral exploration company with a specific focus on mineral properties in northwestern Manitoba and northeastern Saskatchewan, Canada. The company owns a valuable package of royalties in the prolific Flin Flon greenstone belt, including: a net tonnage royalty on a portion of Foran Mining Corp.'s McIlvenna Bay project, including the McIlvenna Bay deposit and the Tesla zone; an NSR on Foran Mining's Bigstone deposit; and an NSR on a portion of Callinex Mines Inc.'s Pine Bay project, including the Rainbow deposit.

Further information

All information contained in this news release with respect to Voyageur and Evolve was supplied by the respective party for inclusion herein, and each party and its directors and officers have relied on the other party for any information concerning the other party. For certainty, all information in this release with respect to the business of Evolve was supplied by Evolve for inclusion herein, and Voyageur and its directors and officers have relied on Evolve for any information related thereto.

We seek Safe Harbor.