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WEC.V ·

Three Valley Copper Corp. Announces Conditional Approval FOR Change of Business

Corporate Actions

THREE VALLEY COPPER CORP. ANNOUNCES

CONDITIONAL APPROVAL FOR CHANGE OF BUSINESS

August 28, 2025 – Toronto, Ontario – Further to its press release dated June 23, 2025, Three Valley

Copper Corp. (TSXV: TVC .H) (the “ Company”) is pleased to announce that, in connection with its

previously announced proposed change of business (the "COB") from a mining issuer to an investment

issuer under Policy 5.2 – Changes of Business and Reverse Takeovers of the TSX Venture Exchange

(“TSXV”), its Filing Statement dated August 28, 2025 in respect of the COB has been filed under the

Company's profile at www.sedarplus.ca and the COB has been conditionally approved by the TSXV.

Subject to final acceptance by the TSXV, the Company expects completion of the COB to occur on or

around September 8, 2025 at which time the Company’s common shares will resume trading as a TSXV

Tier 2 issuer.

For Further Information:

Mark Pajak

Chairman, Chief Executive Officer and Director

Tel.: 540 762 2788

Email: [email protected]

Forward-Looking Statements

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

"forward-looking statements") within the meaning of applicable securities laws. Any statements that

are contained in this press release that are not statements of historical fact may be deemed to be

forward-looking statements. Forward-looking statements are often identified by terms such as "may",

"should", "anticipate", "will", "estimates", "believes", "intends", "expects" and similar expressions,

which are intended to identify forward -looking statements. More particularly and without limitation,

this press release contains forward -looking statements concerning the Company’s COB the timing

thereof, and the Company’s ability to complete the COB.

These forward-looking statements are based on certain assumptions that the Company has made in

respect thereof as at the date of this press release regarding, among other things the continued

evaluation and review of transaction opportunities by the Compan y and, in particular, the COB and

the Company’s ability to complete the COB.

Although the Company believes the expectations and material factors and assumptions reflected in

these forward-looking statements are reasonable as of the date hereof, there can be no assurance that

these expectations, factors and assumptions will prove to be correct. These forward-looking statements

are not guarantees of future performance and are subject to a number of known and unknown risks and

uncertainties including, but not limited to regulatory approvals, changes in general economic,

competitive, business, political and social conditions, including changes in the financial markets; the

impact of competitive entities and pricing; the ability to access various sources of debt and equity

capital on favourable terms; changes in applicable laws and regula tions and costs associated

therewith; actions by governmental or regulatory authorities and costs associated therewit h; and

certain other risks detailed in the Company's continuous disclosure, a copy of which is available on

SEDAR+ at www.sedarplus.ca. Accordingly, readers should not place undue reliance on the forward-

looking statements contained in this press release.

This list of risk factors should not be construed as exhaustive. Readers are cautioned that events or

circumstances could cause results to differ materially from those predicted, forecasted or projected.

The forward-looking statements contained in this document speak only as of the date of this document.

The Company does not undertake any obligation to publicly update or revise any forward -looking

statements or information contained herein, except as required by applicable laws. The forward-looking

statements contained in this document are expressly qualified by this cautionary statement.

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.