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Max Resource Executes Earn-In Agreement with Freeport-McMoRan Exploration Corporation for the Cesar Copper-Silver Project

Mergers & Acquisitions Property Options & Staking

Max Resource Executes Earn-In Agreement with

Freeport-McMoRan Exploration Corporation for the

Cesar Copper-Silver Project

Vancouver B.C., Ma y 13, 2024 – MAX RESOURCE CORP. (“Max” or the

“Company”) (TSX.V: MAX; OTC: MXROF; Frankfurt: M1D2) is pleased to

announce it has entered into an Earn-In Agreement (“EIA”) with Freeport-

McMoRan Exploration Corporation (“Freeport”), a wholly owned -affiliate of

Freeport-McMoRan Inc. (NYSE: FCX ) relating to Max’s wholly-owned Cesar

Copper-Silver Project (the “Cesar Project or “Cesar”) in Northwestern Colombia

(refer to Figure 1).

Under the terms of the EIA, Freeport has been granted a two -stage option to

acquire up to an 80% ownership interest in the Cesar Project by funding

cumulative expenditures of C$50 million and making cash payments to Max of

C$1.55 million.

To earn an initial 51% interest, Freeport is required to fund C$20 million of

exploration commitments at Cesar over five years and make staged payments to

Max totalling C$0.8 million. Max will remain the operator of Cesar during this

initial stage. Once Freeport earns its initial 51% interest, Freeport can increase

its interest to 80% by funding a further C$30 million in exploration commitments

at Cesar over five years and making staged payments totalling C$0.75 million.

“Careful consideration was given in selecting the best suited earn -in party for

Cesar, and access to Freeport’s global team and expertise is aimed at unlocking

Cesar’s potential. Freeport has a track record of global copper discoveries that

have proceeded to mine development and production. Max looks forward to

advancing our Cesar Project with Freeport, one of the world’s largest copper

producers,” commented Max CEO, Brett Matich

“The Cesar Project is host to one of the world’s largest underexplored sedimentary

copper-silver systems, and we believe Freeport’s endorsement of the Cesar

Project is a testament to its potential for hosting a world class deposit, ” he

concluded.

The transactions contemplated in the EIA remain subject to the approval of the

TSX Venture Exchange.

Figure 1: Location and Scale of the Cesar Copper-Silver Project, NE Colombia.

About the Cesar Copper Silver Project

The Cesar Project comprises three continuous districts spanning 120-km in an

NNE/SSW direction. This region provides access to major infrastructure resulting

from oil & gas and mining operations, including Cerrejón, the largest coal mine in

South America, held by global miner Glencore. Max’s twenty mining concessions

collectively span over 188-km².

The 2024 work program in the basin to date consists of stream sediment

sampling, soil sampling, rock sampling, surface mapping, extension of the ground

magnetics and an Induced Polarization (IP) program. This work program is

intended to identify and prioritize drill targets.

Max has completed a 10,000- line kilometre airborne magnetic and radiometric

survey covering 1,150 sq-km over all 3 Districts (AM, Conejo and URU). The data

is currently under review with the objective of advancing the Cesar basin model

and identifying priority targets.

AM District

Starting in the far north of the Jurassic basin, classic stacked red bed outcrops

with extensive lateral continuity have been rock sampled over 15-km of strike.

Highlight values of 34.4% copper and 305 g/t silver have been documented in

the sedimentary red bed sequences. The Company confirmed that stratiform

mineralization continues at depth with two scout drill holes completed in 2023

(Max News Release dated April 4, 2023 ). In addition, Colombian field crews

continue to discover and sample new mineralized outcrops identified AM -1

through AM 14 target s (Max News Release dated May 25, 2023 ,and Max News

Release dated June 22, 2023)

Conejo District

Located approximately 30-km south from the AM District. It is characterized by

structurally controlled mineralization, hosted in intermediate and felsic volcanic

rocks. Mineralized outcrops have been discovered over 3.7- km at the primary

target area. Surface samples averaged 4.9% copper ( with a 2% cut-off). No

drilling has been conducted to date.

URU District

Located approximately 60-km south from the AM District. Max has identified 12

targets URU-1 through to URU-12. The mineralization of the URU District is hosted

in intermediate volcanic rocks and is structurally controlled. At URU-C, a 9.0m of

7.0% copper and 115 g/t silver surface discovery was confirmed at depth by drill

hole URU-12, which intersected 10.6m of 3.4% copper and 48 g/t silver. At the

URU-CE target, 750m to the east, 19.0m of 1.3% copper discovered in outcrop

was confirmed by drill hole URU-9, which intersected a broad zone of copper oxide

returning 33.0m of 0.3% copper from 4.0m, including 16.5m of 0.5% copper

(Max News Release date January 24, 2023).

Qualified Person

The Company's disclosure of a technical or scientific nature in this news release

was reviewed and approved by Tim Henneberry, P .Geo. (British Columbia), a

member of Max ’s advisory board, who serves as a qualified person under the

definition of National Instrument 43-101.

About Max Resource Corp.

Max Resource Corp. (TSXV: MAX) is a mineral exploration company advancing

the newly discovered , district- scale, Cesar copper-silver project. The wholly

owned C esar project sits along the northern portion of the Andean Belt, the

world’s largest producing copper belt.

Max is proactive, with the corporate goal of transitioning the Cesar basin towards

the mining of copper and silver, the key metal for Colombia’s transition to clean

energy. The safety of our people and the communities where we operate is most

important. We conduct exploration in a manner which supports protection of

ecosystems through responsible environmental stewardship.

For more information visit: https://www.maxresource.com/

For additional information contact:

Tim McNulty E: [email protected] T: (604) 290-8100

Rahim Lakha E. [email protected]

Brett Matich T: (604) 484 1230

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 release.

Except for statements of historic fact, this news release contains certain "forward -looking information"

within the meaning of applicable securities law.

Forward-looking information is frequently characterized by words such as "plan", "expect", "project",

"intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events

or conditions "may" or "will" occur. Forward-looking statements are based on the opinions and estimates

at the date the statements are made and are subject to a variety of risks and uncertainties and other

factors that could cause actual events or results to differ materially from those anticipated in th e

forward-looking statements including, but not limited to delays or uncertainties with regulatory

approvals, including that of the TSXV. There are uncertainties inherent in forward -looking information,

including factors beyond the Company’s control. There are no assurances that the commercialization

plans for Max Resources Corp. described in this news release will come into effect on the terms or time

frame described herein.

The Company undertakes no obligation to update forward- looking information if circumstances or

management's estimates or opinions should change except as required by law. The reader is cautioned

not to place undue reliance on forward-looking statements. Additional information identifying risks and

uncertainties that could affect financial results is contained in the Company’s filings with Canadian

securities regulators, which filings are available at www.sedarplus.ca.