Camino Announces C$5.6 Million Investment with Strategic Investors

Rhea-AI Summary

Camino (OTC:CAMZF) announced a non‑brokered private placement to raise approximately C$5.6 million through the issuance of 15,554,666 shares at C$0.36 per share, with closing targeted on or about November 14, 2025 and a hold period of four months plus one day.

Strategic participants include EMX Royalty and Continental General Insurance Company; EMX also purchased a 1.25% NSR for US$8.0 million in a separate transaction. The company will also issue 5,833,334 additional vendor shares at C$0.36, and Denham Capital is expected to hold ~41% of Camino post‑closing.

Positive

• C$5.6M private placement at C$0.36 per share
• 15,554,666 new shares issued in the Financing
• EMX and CGIC strategic investor participation
• Denham Capital to own approximately 41% post‑closing
• EMX purchased a 1.25% NSR for US$8.0M

Negative

• Issuance of 21,388,000 total new shares causing shareholder dilution
• Financing subject to TSXV and regulatory approvals before closing
• Company expects a material change report filed less than 21 days from closing

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.

VANCOUVER, BC / ACCESS Newswire / November 12, 2025 / Camino Minerals Corporation (TSXV:COR)(OTCID:CAMZF) ("Camino" or the "Company") is pleased to announce that it is arranging a non-brokered private placement to raise total gross proceeds of approx. C$5.6 Million (the "Financing"). The Financing will consist of the issuance of 15,554,666 common shares of the Company (each a "Share") at a price per Share of C$0.36.

Participants in the financing will include two significant new shareholders, EMX Royalty Corp. ("EMX") and Continental General Insurance Company ("CGIC").

Based in Austin, Texas, CGIC is one of the largest shareholders of Camino's partner, Nittetsu Mining. CGIC is a life and health insurance company founded in 1961, and is an active investor in producing and development-stage mining assets globally.

EMX Royalty, based in Vancouver, Canada, has also purchased in a separate transaction with a company owned by a fund advised by Denham Capital Management LP ("Denham Capital") an existing 1.25% NSR royalty over Camino and Nittetsu's Puquios copper and gold claims in Chile for cash payments totalling US$8 Million (see EMX news release dated Nov 12, 2025). EMX has a portfolio of over 130 royalties and is completing a merger with Elemental Altus Royalties Corp. ("Elemental Altus") supported by a $US100 million investment by Tether Investments S.A. de C.V. ("Tether"). Denham Capital is a leading natural resources investor with approximately US$2 billion under management in the mining sector and, via the funds it manages, is Camino's largest shareholder. Following closing of the placement and the issue of the Additional Vendor Shares (as defined and described below), Denham Capital will own approximately 41% of Camino.

"The strategic funding from CGIC and EMX along with continued support from our existing partners Denham Capital and Nittetsu Mining, sets Camino on the path to first copper production at our Puquios project in Chile," said Jay Chmelauskas, CEO of Camino. "These strategic investors in Camino have a track record of strong performance in the mining sector aligning with Camino's value creation strategy for achieving a re-rating of our Puquios copper development in Chile, and for the on-going copper exploration drilling underway in Peru."

Camino and Nittetsu are progressing development of the Puquios copper mine in Chile, with the objective of making a production decision in the spring of 2026, and are in discussions with Japanese lenders for a project development loan. The net proceeds from the Financing will be allocated towards corporate working capital, legal expenses, engineering studies, project financing costs, general administrative expenses and other expenses. All securities issued and sold under the Financing will be subject to a hold period expiring four months and one day from their date of issuance, in accordance with applicable Canadian securities laws.

Completion of the Financing remains subject to the receipt of all necessary regulatory approvals, including approval of the TSX Venture Exchange. Subject to the receipt of all necessary regulatory approvals, the Financing will close on or about November 14, 2025.

Separately, the Company also announces that it intends to issue an aggregate of 5,833,334 Shares (the "Additional Vendor Shares") to Santiago Metals Investment Holdings II SLU and Santiago Metals Investment Holdings II-A LLC (the "Vendors") on the Closing Date, subject to the completion of the Financing. The Shares will be issued in accordance with the terms of, and in furtherance of the Company's outstanding obligations under, the previously entered into share purchase agreement dated October 4, 2024, as amended, among Nittetsu Mining Co., Ltd., the Vendors, the Company and Camino-Nittetsu Mining Chile SPA, at a deemed issue price of $0.36 per Share. The issuance of the Additional Vendor Shares remains subject to the acceptance of the TSX Venture Exchange.

TSXV Policy 5.9 and MI 61-101

Insiders of the Camino (being, Mr. Christopher Adams, Chair of the board of directors of the Company, Ziad Saliba, a director of the Company, and Mr. Shawn Turkington, the Chief Financial Officer of the Company) are expected to acquire an aggregate of 276,888 Shares in the Financing (approx. $99,680), which participation constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") and Policy 5.9 - Protection of Minority Security Holders in Special Transactions of the TSX Venture Exchange (which incorporates the requirements of MI 61-101). However, such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as neither the fair market value of the Shares acquired by the insiders of the Company, nor the consideration for the Shares paid by such insiders, exceed 25% of the Company's market capitalization for the purposes of MI 61-101.

The exact extent of participation by insiders of the Company in the Financing was not determined sufficiently in advance of the anticipated closing date thereof, and accordingly, the Company expects to file a material change report relating to the Financing less than 21 days from closing of the Financing, which is reasonable and necessary in the circumstances to meet the Company's capital requirements.

About Camino

Camino is a discovery and development stage copper exploration company. Camino is focused on developing copper producing assets such as the construction-ready Puquios copper mine in Chile, and advancing its IOCG Los Chapitos copper project located in Peru through to resource delineation and development, and to add new discoveries. Camino has also permitted the Maria Cecilia copper porphyry project for exploration discovery drilling to add to its NI 43-101 resources. In addition, Camino has increased its land position at its copper and silver Plata Dorada project. Camino seeks to acquire a portfolio of advanced copper assets that have the potential to deliver copper into an electrifying copper intensive global economy. For more information, please refer to Camino's website at www.caminocorp.com.

ON BEHALF OF THE BOARD	For further information, please contact:
/S/ "Jay Chmelauskas"	Camino Investor Relations
President and CEO	info@caminocorp.com
	Tel: (604) 493-2058

Cautionary Note Regarding Forward Looking Statements

Certain disclosures in this release constitute forward-looking information within the meaning of applicable securities laws. Forward-looking statements are included to provide information about management's current expectations and plans that allows investors and others to have a better understanding of the Company's business plans and financial performance and condition. All statements, other than statements of historical fact included in this release are forward-looking statements that involve risks and uncertainties. Forward-looking information is typically (though not always) identified by words such as "plan", "expect", "estimate", "intend", "anticipate", "believe", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. In making the forward-looking disclosures in this release, the Company has applied certain factors and assumptions that are based on the Company's current beliefs as well as assumptions made by and information currently available to the Company. Forward-looking information in the release includes the terms and conditions of the Financing (including the use of proceeds therefrom and the anticipated closing date thereof), the timing and ability of the Company to obtain the final approval of the Financing from the TSX Venture Exchange, and the anticipated timing for making a production decision for the Puquios copper mine in Chile. Although the Company considers the assumptions underlying such forward-looking information to be reasonable based on information currently available to it, they may prove to be incorrect, and the forward-looking information in this release is subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forward-looking information. Such risk factors include, among others, that actual results of the Company's exploration activities may be different than those expected by management, that the Financing may not be fully subscribed or completed on the terms described herein, that the Company may be unable to obtain or will experience delays in obtaining any required authorizations and approvals and the state of equity and commodity markets. Readers are cautioned not to place undue reliance on forward-looking statements. The Company does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.

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.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.

SOURCE: Camino Minerals Corp

View the original press release on ACCESS Newswire

FAQ

What is Camino (CAMZF) raising in the November 2025 private placement?

Camino is raising approximately C$5.6 million by issuing 15,554,666 shares at C$0.36 per share.

Who are the strategic investors in Camino's C$5.6M financing (CAMZF)?

Strategic participants include EMX Royalty and Continental General Insurance Company.

How many additional vendor shares will Camino (CAMZF) issue and at what price?

Camino will issue 5,833,334 additional vendor shares at a deemed price of C$0.36 per share.

When is Camino's (CAMZF) financing expected to close and what approvals are required?

The financing is expected to close on or about November 14, 2025, subject to TSXV and other regulatory approvals.

What stakeholder ownership change occurs after Camino's (CAMZF) financing?

Following closing and the additional vendor shares, Denham Capital is expected to own ~41% of Camino.

What will Camino (CAMZF) use the net proceeds for?

Net proceeds are earmarked for working capital, legal and engineering studies, project financing costs, and general administrative expenses.

Does Camino (CAMZF) have near‑term production objectives for Puquios?

Camino and partner Nittetsu aim to make a production decision for Puquios in spring 2026 and are in talks with Japanese lenders.