Luca Mining Corp. (TSX-V: LUCA) (OTCQX: LUCMF) (Frankfurt: Z68) is pleased to announce it has closed its fully subscribed brokered private placement pursuant to the “listed issuer financing exemption” under Part 5A of NI 45-106 – Prospectus Exemptions resulting in the issuance and sale of 19,000,000 units of the Company at a price of C$0.45 per LIFE Unit for aggregate gross proceeds of C$8,550,000. The Company also closed its concurrent non-brokered private placement of 6,126,167 units of the Company at a price of C$0.45 per Non-LIFE Unit for aggregate gross proceeds of C$2,756,775. The combined gross proceeds raised pursuant to the Financings was C$11,306,775.

Each Unit consisted of one common share of the Company and one-half of one Common Share purchase warrant. Each Warrant is exercisable to acquire one Common Share at an exercise price of C$0.60 per Common Share, subject to adjustment in certain events, until March 26, 2026.

Stifel acted as lead agent in respect of the LIFE Offering on behalf of a syndicate of agents including Haywood Securities Inc., Ventum Financial Corp., BMO Capital Markets and Canaccord Genuity Inc. The Agents received a cash commission equal to 6% of the gross proceeds raised pursuant to the LIFE Offering and an aggregate of 1,140,000 compensation warrants. Each Compensation Warrant is exercisable to acquire one Common Share (a “Compensation Warrant Share”) at a price of C$0.45 until March 26, 2026. No finder’s fees were paid with respect to the Concurrent Private Placement.

The Common Shares and Warrants comprising the Non-LIFE Units and the Compensation Warrants and Compensation Shares are subject to a statutory hold period until January 27, 2025.  The Common Shares and Warrants comprising the LIFE Units are not subject to a hold period under applicable Canadian securities laws. The Financings are subject to the final acceptance of the TSX Venture Exchange.

The Company intends to use the net proceeds from the Financings for ongoing work on the Campo Morado Improvement Program, exploration drilling at both Campo Morado and Tahuehueto, commissioning of the Tahuehueto mill and for general corporate purposes.

Two officers of the Company participated in the Concurrent Private Placement, acquiring an aggregate of 1,030,000 Non-LIFE Units. Participation by such insiders constitutes a “related party transaction” as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.  The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the securities issued to, or the consideration paid by, such insiders exceeded 25% of the Company’s market capitalization.

The securities referred to in this news release have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, “U.S. Persons” (as such term is defined in Regulation S under the U.S. Securities Act) absent such registration or an applicable exemption from the registration requirements of the U.S. Securities Act. This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.

About Luca Mining Corp.

Luca Mining is a diversified Canadian mining company with two 100%-owned producing mines in Mexico. The Company produces gold, copper, zinc, silver and lead from these mines that each have considerable development and resource upside.

The Campo Morado mine, is an underground operation located in Guerrero State, a prolific mining region in Mexico. It produces copper-zinc-lead concentrates with precious metals credits. It is currently undergoing an optimization program which is already generating significant improvements in recoveries and grades, efficiencies, and cashflows.

The Tahuehueto Gold, Silver Mine is a new underground operation in Durango State, Mexico, within the Sierra Madre Mineral Belt which hosts numerous producing and historic mines along its trend. The Company is commissioning its mill capacity to +1,000 tonnes per day, and key test work and production ramp-up is underway, to increase production by 2H 2024.