Marimaca Copper Corp. (TSX: MARI) (ASX: MC2) is pleased to announce the closing of the first tranche of the previously announced non-brokered private placement.

Pursuant to the Private Placement, Assore International Holdings Limited and Ithaki Limited each subscribed for 2,250,000 common shares of the Company at a price of C$4.60 per Share for total gross proceeds to the Company of approximately C$20,700,000.

An additional institutional investor together with its affiliates will subscribe on the same terms as AIH and Ithaki for an additional 811,416 Shares for total gross proceeds of C$3,732,514. Tranche 2 is expected to close on or around June 12^th, 2025 and is subject to standard irrevocable commitments.

AIH is a related party of the Company by virtue of its significant shareholding and contractual right to nominate a director to the Company’s board. Additionally, Ithaki is a related party of the Company by virtue of holding more than 10% of the issued and outstanding Shares.

The net proceeds from the Private Placement will be used for exploration, to advance the Company’s flagship Marimaca Copper Project located in the Antofagasta Region of northern Chile and for general corporate purposes.

The Shares issued pursuant to the Tranche 1 are, and the Shares to be issued pursuant to Tranche 2 will be, subject to a statutory hold period of four months and one day in accordance with applicable Canadian securities laws and are being issued pursuant to the ASX Listing Rule 10.11 waiver granted to Marimaca at the time of admission.

Related Party Transaction Disclosure

The participation by AIH and Ithaki, each of which is a “related party” of the Company under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, constitutes a “related party transaction.” The Company is relying on the exemptions from the formal valuation and minority shareholder approval requirements under sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as neither the fair market value of the Shares issued to, nor the consideration paid by, such related parties exceeds 25% of the Company’s market capitalization.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.

Other Information

In connection with the Private Placement, Greenstone Resources L.P. and certain of its affiliates have agreed to waive their respective option to participate pro rata in equity financings by the Company. In addition, in connection with the Private Placement, Mitsubishi has been offered the option to purchase Shares pro rata on the same terms as the Private Placement within 30 business days of the closing of the Private Placement. Mitsubishi’s current ownership, prior to giving effect to the Private Placement, is approximately 4.6% based on public filings.

About Marimaca

Marimaca is a copper exploration and development company focused on its 100%-owned flagship Marimaca Copper Project and surrounding exploration properties located in Antofagasta Region, Chile.

The Marimaca Copper Project hosts the Marimaca Oxide Deposit, an IOCG-type copper deposit. The Company is currently progressing the Marimaca Copper Project through the Definitive Feasibility Study led by Ausenco Chile Ltda. In parallel, the Company is exploring its extensive land package in the Antofagasta region, including the >15,000ha wholly-owned Sierra de Medina property block, located 25km from the MOD.