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LMS.V ·

Latin Metals Announces Private Placement for Gross Proceeds up to $1.0 Million

Financings

Latin Metals Announces Private Placement for

Gross Proceeds up to $1.0 Million

Not for distribution to United States newswire services or for release, publication, distribution or

dissemination directly, or indirectly, in whole or in part, in or into the United States.

NR25-06 May 5, 2025

Vancouver, B.C. – Latin Metals Inc. ("Latin Metals" or the "Company") - (TSXV: LMS)

(OTCQB: LMSQF) announces a non-brokered private placement (the " Financing") of up to

9,090,090 units (each, a " Unit") for a subscription price of $0. 11 per Unit, to raise total gross

proceeds of up to $1.0 million. Each Unit will consist of one common share in the capital of Latin

Metals (each, a " Share") and one common share purchase warrant (each a " Warrant"), each

entitling the holder thereof to purchase one Shar e at a price of $0.20 per Share for a period of

36 months from the closing of the Financing. If the volume-weighted average price of the

Company’s Shares is greater than or equal to $0.30 for 15 consecutive trading days, the Company

may accelerate the expiry date of the Warrants by providing written notice to the holder, in which

case the warrants will expire 30 days from the date of such notice.

The proceeds of the Financing are intended to fund exploration, generative work, and for general

working capital.

The Company may pay finder’s fees on all or a po rtion of the Financing, consisting of a cash

commission equal to up to 7% of the total gro ss proceeds raised and find er’s warrants equal to

up to 7% of the total number of Units issued, where each finder’s warrant will entitle the holder

thereof to purchase one Share at a price of $0.11 per Share for a period of 12 months from the

closing of the Financing.

All securities issued in connection with the Finan cing will be subject to a hold period of four-

months and one day in Canada. The Financing is subject to the receipt of all necessary approvals

including acceptance for filing of the Financing by the TSX Venture Exchange (the “TSXV”) and

any applicable securities regulatory authorities. Any participation by directors or officers in the

Financing 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 related

party transaction will be exempt from the formal valuation and minority shareholder approval

requirements of MI 61-101, as neither the fair market value of the securities to be issued under

the Financing nor the consideration to be paid by the directors and officers will exceed 25% of

the Company’s market capitalization.

This news release does not constitute an offer of sale of any of the foregoing securities in the

United States. None of the foregoing securities have been and will not be registered under the

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

and may not be offered or sold in the United Stat es or to, or for the account or benefit of, U.S.

NR25-06 Continued 2 May 5, 2025

persons (as defined in Regulation S under the 1933 Act) or persons in the United States absent

registration or an applicable exemption from such registration requirements. This news release

does not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale

of the foregoing securities in any jurisdiction in which such offer, solicit ation or sale would be

unlawful.

About Latin Metals

Latin Metals Inc. is a copper, gold and silver exploration company operating in Peru and Argentina

under a prospect generator model, minimizing ri sk and dilution while maximizing discovery

potential. With 18 projects, the company secu res option agreements with major mining

companies to fund exploration. Current option holders include AngloGold Ashanti (Organullo

Gold Project) and Moxico Resources (Esperanza & Huachi Coppe r-Gold Projects). This approach

provides early-stage exposure to high-value mine ral assets. Latin Metals is actively seeking new

strategic partners to advance its portfolio.

Upcoming Conferences

Latin Metals will be actively presenting and meeting with investors at the following events:

 121 Mining Investment Conference – London (May 12–13, 2025)

 Deutsche Goldmesse – Frankfurt (May 16–17, 2025)

 The Mining Event – Quebec City (June 3–5, 2025)

These events provide key opportunities to show case Latin Metals’ progress and introduce its

high-quality portfolio to new strategic and institutional audiences.

Stay Connected

Follow Latin Metals on YouTube, X, Facebook, LinkedIn and Instag ram to stay informed on our

latest developments, exploration updates, and corporate news.

On Behalf of the Board of Directors of

LATIN METALS INC.

“Keith Henderson”

President & CEO

For further details on the Company readers are referred to the Company's website (www.latin-

metals.com) and its Canadian regulatory filings on SEDAR+ at www.sedarplus.com.

For further information, please contact:

Keith Henderson

Suite 890

999 West Hastings Street

Vancouver, BC, V6C 2W2

Phone: 604-638-3456

NR25-06 Continued 3 May 5, 2025

E-mail: [email protected]

Neither 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 news release.

This news release contains forward-looking statements and forward-looking information (collectively, “forward-looking

statements”) within the meaning of applicable Canadian and U.S. securities legislation. All statements, other than statements of

historical fact, included herein including, without limitation, statements regarding the closing of the Financing, the particip ation

of directors and officers in the Financing, the use of proceeds of the Financing, the ability of the Company to become a self

sustaining prospect generator, planned exploration of the Comp any’s projects by the Company and its partners, anticipated

exploration program results from exploration activities, the discovery and delineation of mineral deposits/resources/reserves, and

the anticipated business plans and timing of future activities of the Company, are forward-looking statements. Although the

Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct.

Often, but not always, forward looking statem ents can be identified by words such as “pro forma”, “plans”, “expects”, “may”,

“will”, “should”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, “believes”, “potential” or variations of

such words including negative variations thereof, and phrases that re fer to certain actions, events or results that may, could,

would, might or will occur or be taken or achieved. In making the forward-looking statements in this news release, the Company

has applied several material assumptions, including without limitation, that it will obtain TSXV acceptance for the Financing a nd

the required corporate approvals for same, that market fundamentals will result in sustained precious metals and copper demand

and prices, the receipt of any necessary permits, licenses and regulatory approvals in connection with the future development of

the Company’s projects in a timely manner, the availability of financing on suitable terms for the development, construction and

continued operation of the Company’s projects, and the Company’s ability to comply with environmental, health and safety laws.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results,

performance or achievements of the Company to differ materially from any future results, performance or achievements expressed

or implied by the forward-looking statements. Such risks and other factors include, among others, operating and technical

difficulties in connection with mineral exploration and developmen t and mine development activities at the Company’s projects,

estimation or realization of mineral reserves and mineral resources, requirements for additional capital, future prices of precious

metals and copper, changes in general economic conditions, changes in the financial markets and in the demand and market price

for commodities, lack of investor interest in future financings, possible variations in ore grade or recovery rates, possible f ailures

of plants, equipment or processes to oper ate as anticipated, accidents, labour dis putes and other risks of the mining industry,

delays or the inability of the Company to obtain any necessary permits, consents or authorizations required, including of the TSXV,

financing or other planned activities, changes in laws, regulations and policies affecting mining operations, currency fluctuations,

title disputes or claims limitations on insurance coverage and the timing and possible outcome of pending litigation, environmental

issues and liabilities, risks relating to epidemics or pandemics on the Company's business, risks related to joint venture operations,

and risks related to the integration of ac quisitions, as well as those factors disc ussed under the heading “Risk Factors” in th e

Company’s latest Management Discussion and Analysis and other filings of the Company with the Canadian Securities Authorities,

copies of which can be found under the Company’s profile on the SEDAR+ website at www.sedarplus.com.

Readers are cautioned not to place undue reliance on forward look ing statements. Except as ot herwise required by law, the

Company undertakes no obligation to update any of the forward-look ing statements in this news release or incorporated by

reference herein.