Pampa Metals and Rugby Resources Complete Arrangement Transaction

(CSE: PM) (FSE: FIR) (OTCQB: PMMCF) For Immediate Release

Vancouver, British Columbia, July 25, 2025 (GLOBE NEWSWIRE) -- Pampa Metals Corporation (“Pampa Metals”) (CSE:PM / FSE:FIR / OTCQB:PMMCF) and Rugby Resources Ltd. (“Rugby”) (TSXV:RUG) are pleased to announce completion of the acquisition of all the issued and outstanding common shares of Rugby (the “Rugby Shares”) by Pampa Metals (refer April 22, 2025 News Release). Under the terms of the court approved arrangement (the “Arrangement”), 65,165,185 common shares of Pampa Metals (the “Pampa Shares”) are being issued in connection with closing to former Rugby shareholders on the basis of one Pampa Share for every 6.4 Rugby Shares.

In connection with the Arrangement, Bryce Roxburgh, outgoing President and CEO, of Rugby has been appointed to the board of directors of Pampa Metals and will also remain a director of Rugby.

Arrangement Highlights:

Creation of a Leading South American focused copper explorer holding two significant discoveries along the world’s premier copper producing belt, and a compelling undrilled copper-gold target proximate to Marimaca Copper’s (TSXV:MARI) Pampa Medina sulphide discovery (refer 3 July 2025 News Release).
Focused strategy to create substantial shareholder value through:
- Rapid exploration and advancement of the flagship Piuquenes copper-gold porphyry project in San Juan, Argentina,
- Recommencing drilling at Rugby’s Cobrasco copper-moly porphyry discovery in Chocó, Colombia,
- Initial assessment of the Mantau copper-gold prospect in Antofagasta, Chile.
Pursuing a dual listing on the Australian Stock Exchange and the TSX Venture Exchange.

Joseph van den Elsen, Pampa Metals President and CEO commented: “This is an exciting time to be a Pampa Metals shareholder. This year we have significantly expanded the footprint of the Piuquenes Central porphyry system and the recent discovery of a second Cu-Au mineralized porphyry-breccia system at Piuquenes East confirms the project is host to multiple mineralized porphyry systems. Securing the Cobrasco and Mantau projects via the acquisition of Rugby has added an exciting pipeline of high-quality, advanced stage South American copper exploration projects to our portfolio. Rugby has already demonstrated Cobrasco to be an exceptional exploration opportunity based on the potential size and grade of the porphyry system. Bryce’s deep industry experience and first-hand working knowledge is an invaluable addition to the Board, as we rapidly explore the potential for a world class copper deposit discovery at Cobrasco. Concurrently, we have commenced reconnaissance field work at the Mantau project, strategically located in the world’s leading copper producing region”.

Mr. Bryce Roxburgh, President and CEO of Rugby Resources, commented, “The outgoing Board of Rugby believes the closing of this transaction will be transformative for Rugby shareholders. It works for three reasons. Firstly, it creates the opportunity to advance exploration on the Rugby copper portfolio and most significantly the Cobrasco copper-molybdenum discovery. We have been under financed for several years and have not remotely done justice to the calibre of the discovery. Secondly, shareholders have the upside of Pampa’s Piuquenes copper-gold project. The deposit is high grade by industry standards and strategically located. Importantly there is potential for further discoveries in the project area. The third reason is Joseph van den Elsen’s ability to communicate with shareholders and the mining industry. I believe I can work with him and the Board to bring further successes to Pampa Metals and bring the financial rewards for shareholders that we have worked so hard to achieve. Lastly, I would like to thank the Rugby team for their incredible effort and loyalty both in the field and in our corporate office”.

Following the Arrangement, former Rugby shareholders hold approximately 30.86% of the issued and outstanding Pampa Shares. The TSX Venture Exchange (the “TSXV”) will disseminate a notice announcing the delisting of the Rugby Shares. Pampa Metals will cause Rugby to apply to the relevant Canadian securities regulatory authorities to cease to be a reporting issuer under applicable Canadian securities laws.

Bryce Roxburgh Biography

Bryce Roxburgh was a founding shareholder of Rugby with 50 years’ experience in the exploration and mining industry.

Bryce initially worked for Amoco Minerals Australia Company and Cyprus Mines Corporation as Regional Manager for Eastern Australia & South East Asia until 1989, where his exploration teams discovered the Selwyn and Red Dome mines. For the next decade, he was Exploration Manager for Arimco N.L. and Climax Mining Limited in Eastern Australia, South East Asia and South America where his teams which discovered the Didipio gold-copper mine in the Philippines.

In 2003 he established and managed Exeter Resource Corporation which discovered the Caspiche copper gold porphyry in Chile, which was subsequently acquired by Goldcorp (now Newmont). Bryce was co-Chairman of Extorre Gold Mines Ltd which was spun-out from Exeter with the Cerro Moro gold silver discovery in Argentina. Extorre was acquired by Yamana Gold (now Pan American Silver).

Spinout and Aegis Resources Ltd.

Additionally, under the terms of the Arrangement, for every ten Rugby Shares held, Rugby shareholders received one common share in a new exploration company, Aegis Resources Ltd. (“Aegis”), which became a reporting issuer in British Columbia and Alberta as a result of the Arrangement. There is no current intention to list common shares of Aegis on a stock exchange. As part of the Arrangement, the following assets were transferred from Rugby to Aegis:

(a) A 20% joint venture interest in the Cobrasco Project which is free-carried to completion of a feasibility study;

(b) The El Zanjon and Venidero gold-silver projects in Argentina;

(d) A 1.5% net smelter return royalty (NSR) over the Mantau iron-oxide-copper-gold project, subject to right to buy-back a 0.5% NSR at fair market value within 12 months of completing a preliminary feasibility study recommending advancing to a full feasibility study.

Letter of Transmittal

Registered Rugby shareholders should send their completed and executed letters of transmittal and their Rugby share certificates to the depository, Odyssey Trust Company, as soon as possible in order to receive the consideration, being both the Pampa Metals Shares and the Shares of Aegis, to which they are entitled under the Arrangement. Non-registered Rugby shareholders who hold shares through a broker or another intermediary should follow the instructions provided to them by their broker or such other intermediary. A copy of the letter of transmittal is available on SEDAR+ at www.sedarplus.ca under the Rugby profile.

ON BEHALF OF THE BOARD
Joseph van den Elsen | President & CEO |joseph@pampametals.com

INVESTOR CONTACT | Jordan Webster |Jordan@pampametals.com

ON BEHALF OF THE RUGBY BOARD
Bryce Roxburgh | Director| rox@rugbyresourcesltd.com
Tel: 604.688.4941

ABOUT PAMPA METALS

Pampa Metals is a copper-gold exploration company listed on the Canadian Stock Exchange (CSE:PM), Frankfurt (FSE: FIR), and OTC (OTCQB: PMMCF) exchanges, rapidly advancing two high potential copper discoveries in the prolific Andean porphyry belts of Argentina, Colombia. The Company has been actively drilling multiple porphyry copper-gold discoveries on the Piuquenes Copper-Gold Project in San Juan Province, Argentina under an Option and Joint Venture Agreement (earning an 80% interest) signed in November 2023.

In July 2025, Pampa Metals completed the acquisition of Rugby Resources (TSXV: RUG) and its Cobrasco and Mantau copper projects in Colombia and Chile respectively. Cobrasco is a new copper discovery of potential scale in the early stages of exploration.

FORWARD-LOOKING STATEMENT

This news release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. These forward-looking statements or information may relate to the expected timing for delisting of the Rugby Shares, expectations regarding the application for Rugby to cease to be a reporting issuer as well as Pampa Metals’ ongoing business plan, exploration and work program.

Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Such assumptions include, but are not limited to, assumptions regarding expectations and assumptions concerning the Arrangement, and that general business and economic conditions will not change in a material adverse manner. Although Pampa Metals and Rugby have attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Such statements represent the current views of Pampa Metals and Rugby with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by Pampa Metals and Rugby, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: the Canadian Securities Exchange not providing final approval to the Arrangement and all required matters related thereto; changes to Pampa Metals and/or Rugby’s current and future business plans and the strategic alternatives available thereto; and regulatory determinations and delays. Other factors which could materially affect such forward-looking information are described in each of Pampa Metals and Rugby’s management discussion and analysis and financial statements for each of the companies most recent fiscal year end and in Pampa Metals and Rugby’s other filings with the Canadian securities regulators which are available under their respective profiles on SEDAR+ at www.sedarplus.ca. Pampa Metals and Rugby do not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Neither the Canadian Securities Exchange, the TSX Venture Exchange nor the Canadian Investment Regulatory Organization accepts responsibility for the adequacy or accuracy of this release.

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