Perpetua arranges $255-million in financings

Mr. Jon Cherry reports PERPETUA RESOURCES ANNOUNCES $255 MILLION STRATEGIC EQUITY INVESTMENT FROM AGNICO EAGLE AND JPMORGANCHASE Perpetua Resources Corp. entered into agreements to raise $255-million in equity investments from Agnico Eagle Mines Ltd. and JPMorganChase. The private placement comes days after Perpetua Resources broke ground on the Stibnite gold project. Located in central Idaho, the project is expected to produce the only domestic reserve of the critical mineral antimony, become one of the highest-grade gold producers in the United States, and provide environmental restoration to an abandoned mine site. The company believes the private placement is a better financing alternative for shareholders than pursuing a gold royalty or stream. Agnico Eagle has agreed to invest $180-million in common shares and receive warrants to purchase up to 2,861,229 common shares priced at 35-per-cent, 50-per-cent and 65-per-cent premiums over one-, two- and three-year periods, respectively. JPMorganChase has agreed to invest $75-million in common shares and receive warrants to purchase up to 1,192,179 common shares priced at 35-per-cent, 50-per-cent and 65-per-cent premiums over one-, two- and three-year periods, respectively. The private placement was priced at $23.30 per common share, being the closing price of the company's common stock on the Nasdaq Stock Market on Friday, Oct. 24, 2025. "The investments from Agnico Eagle and JPMorganChase are a vote of confidence in the Stibnite gold project and America's critical mineral strategy," said Jon Cherry, president and chief executive officer of Perpetua Resources. "Investments from two leading, world-class institutions strengthens our capital position, reduces financing risk and accelerates the development of one of the nation's most strategic resource projects." The company plans to use the proceeds of the private placement, together with cash on hand and anticipated financing from the previously announced application for up to $2-billion (U.S.) in project financing submitted to the Export-Import Bank of the United States (EXIM) in May, 2025, for development of the project, exploration activities, working capital costs and general corporate purposes. Agnico Eagle investment Agnico Eagle, the world's second-largest gold producer, has agreed to purchase 7,725,321 common shares for an aggregate purchase price of $180-million, resulting in a 6.5-per-cent equity stake in the company on a non-diluted basis. "The Stibnite gold project is an excellent opportunity in a premier mining jurisdiction. Our investment in Perpetua aligns with Agnico Eagle's commitment to disciplined and strategic investments through emerging and high-quality opportunities and provides measured exposure to one of the highest-grade open-pit gold deposits in the United States, with significant exploration upside," said Ammar Al-Joundi, president and chief executive officer of Agnico Eagle. Agnico Eagle is an industry leader in responsible mineral development. As part of the investment, Agnico Eagle and Perpetua expect to form a joint technical and exploration advisory committee, which will benefit from Agnico Eagle's world-class project expertise, performance and values to help advance the project. Agnico Eagle will also receive warrants to purchase up to 2,861,229 common shares, exercisable at prices of $31.46, $34.95 and $38.45 for the one-, two- and three-year periods following closing, respectively, for potential proceeds of up to $100-million if all warrants are exercised. After giving effect to the issuance of a total of 10,944,205 common shares to Agnico Eagle and JPMorganChase and assuming exercise of Agnico Eagle's warrants in full, Agnico Eagle would own 8.6 per cent of the outstanding shares in Perpetua. Pursuant to an investor rights agreement to be entered into between the company and Agnico Eagle in connection with the private placement, among other things, so long as Agnico Eagle retains at least a 1.5-per-cent stake in the company, Agnico Eagle will have the right to participate in future equity offerings to retain its pro rata equity ownership or reach beneficial ownership of up to 9.99 per cent of the company's common shares. JPMorganChase's security and resiliency initiative JPMorganChase's $1.5-trillion security and resiliency initiative is a 10-year effort to facilitate, finance and invest in industries critical to national economic security and resiliency. As part of the initiative, JPMorganChase is making direct equity investments to help select companies primarily in the United States enhance their growth, spur innovation and accelerate strategic manufacturing among other areas. This $75-million equity investment in Perpetua is the inaugural investment of the initiative. With its $75-million investment to purchase 3,218,884 common shares, JPMorganChase is taking a 2.7-per-cent equity stake in the company, with the potential to increase the investment by up to $42-million if all warrants are exercised at exercise prices of $31.46, $34.95 and $38.45 for the one-, two- and three-year periods following closing, respectively. Pursuant to an investor rights agreement to be entered into between the company and JPMorganChase in connection with the private placement, among other things, for so long as JPMorganChase retains at least a 1.5-per-cent stake in the company, JPMorganChase will have the right to participate pro rata in future equity offerings of the company. The private placement is expected to close on or about Oct. 28, 2025. Closing of the private placement will be subject to a number of customary closing conditions included in the respective subscription agreements, including conditional approval of the Toronto Stock Exchange. J.P. Morgan Securities LLC acted as M&A (merger and acquisition) financial adviser to Perpetua in connection with its sale of equity to Agnico Eagle. The sale of the common shares and the warrants under the private placement and the issuance of any common shares upon exercise of the warrants are being issued pursuant to an exemption from registration under the Securities Act of 1933, as amended. The company has agreed to register the resale by Agnico Eagle and JPMorganChase of the common shares issued in the private placement and issuable upon exercise of the warrants. The company intends to rely on the exemption in Section 602.1 of the TSX company manual in respect of the private placement as an eligible interlisted issuer. We seek Safe Harbor.