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KC.V ·

Kutcho Copper Closes Financing

Financings

Kutcho Copper Corp. | 918 – 1030 West Georgia Street | Vancouver, British Columbia | Canada | V6E 2Y3

Telephone: (778) 357-1249 | www.kutcho.ca

Kutcho Copper Closes Financing

NOT FOR DISTRIBUTION TO U.S NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S

Vancouver, B.C., November 4, 2024. Kutcho Copper Corp. (TSXV: KC) (OTC: KCCFF) (“Kutcho

Copper” or the “Company”) announces that it has closed its previously announced (see press release dated

October 28, 2024) non-brokered private placement (the “Private Placement” or “Offering” ) for total

proceeds of $1,288,500. The Private Placement will consist of 12,885,000 units (“Units”) at a price of $0.10

per Unit.

Each Unit will consist of one common share in the capital of the Company (each, a “Common Share”) and

one transferable common share purchase warrant (each a “Warrant”) exercisable at a price of $0. 16 per

common share for a period of 36 months from the closing date, subject to accelerated expiry as described

herein.

If the closing price of the Company’s Common Shares on the TSX Venture Exchange (or such other

principal exchange on which the Common Shares may be traded at such time) is equal to or greater than

$0.25 for a period of 10 consecutive trading days, the Company may (but is not required to), at its sole

discretion, accelerate the expiry date of Warrants to the date which is 15 days following the date upon which

notice of the accelerated expiry date is provided by the Company to the holders of the Warrants (given by

way of news release). All securities issued under the Offering will have a hold period of four months and a

day from the date of issuance. The Private Placement is subject to final TSX Venture Exchange (“TSXV”)

approval.

The Company intends to use the net proceeds raised from the sale of Units to advance the Kutcho Project

and for general administrative and working capital expenses.

In connection with the closing, the Company agreed to pay cash finder’s fees of $61,880 and issue 618,800

finder warrants, each finder warrant exercisable to purchase one common share for 12 months at a price of

$0.16 per common share. The finders warrants are subject to same four month restriction on resale and

accelerated expiry provisions noted above.

The securities to be offered pursuant to the Offering have not been, and will not be, registered under the

U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities laws, and

may not be offered or sold in the United States or to, or for the account or benefit of, United States persons

absent registration or any applicable exemption from the registration requirements of the U.S. Securities

Act and applicable U.S. state securities laws. This release shall not constitute an offer to sell or the

solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities

in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Vince Sorace

President & CEO, Kutcho Copper Corp.

For further information regarding Kutcho Copper Corp., please email [email protected] or visit

our website at www.kutcho.ca.

Kutcho Copper Corp.

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Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the

TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Statements

This news release contains certain statements that may be deemed “forward-looking statements” with respect to the

Company within the meaning of applicable securities laws. Forward -looking statements are statements that are not

historical facts and are generally, but not always, identified by the words “ intends” and similar expressions, or that

events or conditions “will” or “would” occur. Although Kutcho Copper believes the expectations expressed in such

forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future

performance, are subject to risks and uncertainties, and actual results or realities may differ materially from those in

the forward- looking statements. Forward looking statements are based on the reasonable beliefs, estimates and

opinions of the Company’s management on the date the statements are made. Except as required by law, the Company

undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates

or opinions, or other factors, should change.