Cerro de Pasco Resources Announces Closing of $22.7 Million in Combined LIFE and Non-Brokered Private Placements, Including Participation by Eric Sprott

Cerro de Pasco Resources Announces Closing of $22.7 Million in Combined

LIFE and Non-Brokered Private Placements,

Including Participation by Eric Sprott

Montréal, Québec – November 7, 2025 – Cerro de Pasco Resources Inc. (TSXV: CDPR)

(OTCMKTS: GPPRF) (FRA: N8HP) (BVL: CDPR) (“CDPR” or the “Corporation”) is pleased to

announce that it has closed its previously announced brokered private placement pursuant

to the listed issuer financing exemption under Part 5A of National Instrument 45 -106 –

Prospectus Exemptions, as modified by Coordinated Blanket Order 45 -935 – Exemptions

from Certain Conditions of the Listed Issuer Financing Exemption (the “LIFE Offering”) and

its concurrent non- brokered private placement, for combined gross proceeds of

$22,736,139.36.

The LIFE Offering was led by SCP Resource Finance LP and Raymond James Ltd. as co -lead

agents and joint bookrunners, together with a syndicate of agents including Canaccord

Genuity Corp. and CIBC World Markets Inc. ( collectively, the “ Agents”) and consisted of

31,246,207 units of the Corporation (each, a “Unit”) at a price of $0.48 per Unit (the “Offering

Price”) for gross proceeds of $ 14,998,179.36, completed on a commercially reasonable

efforts basis. The concurrent non- brokered private placement comprised 16,120,750 Units

at the Offering Price for additional gross proceeds of $7,737,960 .00 (the “ Concurrent

Offering”, a n d together with the LIFE Offering, the “Offering”).

Guy Goulet, Chief Executive Officer of Cerro de Pasco Resources, commented:

“With the completion of this financing, Cerro de Pasco is in a stronger financial position to

advance the Quiulacocha Project through the full feasibility stage and toward pre-

construction readiness. Our immediate focus is on executing the technical, environmental,

and engineering programs that will define the project’s design and secure the highest

standards of performance and sustainability. This additional capital reinforces our

commitment to transforming the historic Cerro de Pasco district into a model of responsible

resource development and long-term value creation. ”

Each Unit consists of (i) one common share in the capital of the Corporation (a “ Common

Share”) and (ii) one -half of one Common Share purchase warrant (each whole warrant, a

“Warrant”). Each Warrant entitles its holder to acquire one additional Common Share at a

price of $0. 68 until November 7, 2027 , subject to a restriction on exercise expiring 61 days

from the date hereof.

In consideration for their services, the Agents received a cash fee of $899,620.76 and were

issued a total of 1,874,772 broker warrants (each a “Broker Warrant”). Each Broker Warrant

entitles the holder to purchase one Unit at the Offering Price for a period of 24 months from

the closing date.

The Corporation also paid a total of $17,337.60 and issued 36,120 Broker Warrants to arm’s

length third parties in consideration for their services under the Concurrent Offering.

The Corporation is also pleased to report that Mr. Eric Sprott, through 2176423 Ontario Ltd.,

participated in the Offering for 8,333,333 Units, representing an investment of approximately

$4,000,000. Mr. Sprott has participated in each of Cerro de Pasco’s offerings since becoming

a significant shareholder and insider.

As a result , the Offering is considered a "related party transaction" within the meaning of

Multilateral Instrument 61 -101 - Protection of Minority Security Holders in Special

Transactions ("MI 61 -101"). The Corporation relied on the exemptions from the formal

valuation and minority shareholder approval requirements of MI 61-101 contained in sections

5.5(a) and 5.7(1)(a) of MI 61 -101 in respect of related party participation in the Offering as

neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the

fair market value of the consideration for, the transaction, exceeds 25% of the Corporation's

market capitalization (as determined under MI 61-101). The Corporation did not file a material

change report in respect of this transaction at least 21 days before the anticipated closing of

the Offering, as details of such transaction were unknown at such time.

There is an offering document related to the Offering that can be accessed under the

Corporation’s profile at www.sedarplus.ca and on the Corporation website at

https://pascoresources.com/.

The securities issuable from the sale of Units pursuant to the LIFE Offering are immediately

freely tradeable and are not subject to a hold period under applicable Canadian securities

laws. The securities issued under the Concurrent Offering are subject to a statutory hold

period expiring on March 8, 2026.

The Corporation intends to use the net proceeds from the Offering to advance technical,

environmental and engineering work required for the feasibility stage of the Quiulacocha

Tailings Project, in addition to general corporate purposes. The Corporation continues to

carry out technical, environmental, and engineering work at the Quiulacocha Tailings Project

in line with its current permits. In parallel, the Corporation is advancing preparations for the

next stage of activities that will require additional regulatory authorizations. Discussions with

the relevant authorities are ongoing, and the Corporation remains focused on progressing the

necessary steps to enable a seamless transition into the next phase of project development.

This news release does not constitute an offer to sell or a solicitation of an offer to buy, nor

shall there be any sale of any of the securities in any jurisdiction in which such offer,

solicitation or sale would be unlawful, including any of the securities in the United States of

America. The securities have not been and will not be registered under the United States

Securities Act of 1933, as amended (the “1933 Act”) or any state securities laws and may not

be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as

defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and

applicable state securities laws, or an exemption from such registration requirements as

available.

About Cerro de Pasco Resources

Cerro de Pasco Resources is focused on the development of its 100%-owned El Metalurgista

mining concession in central Peru. The concession hosts silver -rich tailings and stockpiles

extracted over more than a century of mining from the Cerro de Pasco open p it and

underground operations. The Company’s strategy is to reprocess and remediate historic

mining waste, unlocking value while supporting sustainable development. The asset

represents one of the world’s largest above-ground metal resources.

For more information, please visit www.pascoresources.com.

Further Information

Guy Goulet, CEO

Telephone: +1-579-476-7000

Mobile: +1-514-294-7000

Email: [email protected]

Forward-Looking Statements and Disclaimer

Certain information contained herein may constitute “forward -looking information” under

Canadian securities legislation. Generally, forward -looking information can be identified

using forward -looking terminology such as “plans” , “seeks” , “expects” , “estimates”,

“intends” , “anticipates” , “believes” , “could” , “might”, “likely” or variations of such words or

statements that certain actions, events or results “may” , “will” , “could” , “would” , “might” ,

“will be taken” , “occur” , “be achieved” or other similar expr essions. Forward -looking

statements, including the expectations of CDPR’s management regarding the use of

proceeds and the use of the available funds following completion of the Offering, execution

of the technical, environmental and engineering programs and timing on when the proceeds

will be used to meet the Co rporation’s objectives at the Quiulacocha Tailings Project, are

based on CDPR’s estimates and are subject to known and unknown risks, uncertainties and

other factors that may cause the actual results, level of activity, performance or

achievements of CDPR to be materially different from those expressed or implied by such

forward-looking statements or forward-looking information. Forward-looking statements are

subject to business and economic factors and uncertainties and other factors, that could

cause actual results to differ materially from these forward-looking statements, including the

relevant assumptions and risk factors set out in CDPR’s public documents, available on

SEDAR+ at www.sedarplus.ca. There can be no assurance that such statements will prove to

be accurate, as actual results and future events could differ materially from those anticipated

in such statements. Although CDPR believes that the assumptions and factors used in

preparing the forward-looking statements are reasonable, undue reliance should not be

placed on these statements and forward -looking information. Except where required by

applicable law, CDPR disclaims any intention or obligation to update or revise any forward -

looking statement, whether as a result of new information, future events or otherwise.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies

of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.