NorthWest Copper Announces Closing of Fully Subscribed $13.8 Million Brokered Private Placement

Press Release

TORONTO, May 14, 2026 — NorthWest Copper (“NorthWest” or the “Company”) (TSX-V: NWST) is pleased to announce the closing of the previously announced “best efforts” brokered private placement for gross proceeds of approximately $13.8 million, including the exercise of the Agents option (the “Offering”). Stifel Canada acted as sole bookrunner and co-lead agent with Canaccord Genuity Corp. (together with Stifel Canada, the “Agents”).

CEO Paul Olmsted stated, “the completion of this financing marks an important milestone for NorthWest Copper as we continue to execute on our growth strategy. This successful financing strengthens the Company’s financial position and supports continued advancement of our flagship Kwanika-Stardust project toward its next stage of development. Investor demand for the financing was strong, highlighted by the full exercise of the Agents’ option, reflecting continued support for the Company’s strategy and confidence in the potential of its copper-gold project portfolio. With this strengthened financial position, the Company is well-funded to deliver an updated Preliminary Economic Assessment (“PEA”) for the Kwanika-Stardust project, targeted for mid 2026, as well as execute on a 2026 exploration drilling program focused on upgrading and expanding the mineral resource base. Planning for a targeted 12,000-metre drill program has now been completed, with drilling expected to commence by mid-June. We look forward to providing shareholders with continued updates as we advance the PEA and execute on our planned exploration activities at Kwanika-Stardust and Lorraine.”

The Offering consisted of the sale of the following securities:

10,608,870 hard dollar units (the “HD Units”) at a price of $0.35 per HD Unit for gross proceeds of $3.7 million,
4,507,400 charity flow-through units (the “CFT Units”) at a price of $0.515 per CFT Unit for gross proceeds of $2.3 million, and
18,996,552 flow-through units (the “FT Units”) at a price of $0.41 per FT Unit for gross proceeds of $7.8 million.

Each HD Unit, CFT Unit and FT Unit consisted of one common share (“Common Share”) of the Company and one-half of one Common Share purchase warrant (each whole warrant, a “Warrant”). Each of the Common Shares and Warrants underlying the CFT Units and FT Units will qualify as a “flow-through share” as defined in subsection 66(15) of the Income Tax Act (Canada). Each Warrant entitles the holder to purchase one Common Share at an exercise price of $0.45 for a period of 24 months following closing of the Offering.

The net proceeds from the Offering will be used to complete an updated Preliminary Economic Assessment on the Company’s Kwanika-Stardust project, to advance exploration at Kwanika, to conduct surface work at the Company’s Lorraine project, to advance other exploration projects held by the Company, particularly East Niv, and for working capital and general corporate purposes.

Certain insiders, directors and officers of the Company, participated for an aggregate of 461,000 HD Units under the Offering. The participation of officers and directors in the Offering constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the insider participation in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the related party participation did not exceed 25% of the Company’s market capitalization.

In connection with the Offering, the Agents received a commission of $728,680 and 1,759,107 compensation warrants (“Compensation Warrant”). Each Compensation Warrant entitles the holder to purchase one Common Share at an exercise price of $0.45 for a period of 24 months following closing of the Offering.

All of the securities issued under the Offering will be subject to a hold period expiring on September 15, 2026.

The gross proceeds from the sale of CFT Units and FT Units will be used to incur eligible resource exploration expenses that qualify as: (i) “Canadian exploration expenses”, and (ii) as “flow-through critical mineral mining expenditures” (each as defined in the Income Tax Act (Canada)) (collectively, the “Qualifying Expenditures”). The Company will incur Qualifying Expenditures on or before December 31, 2027, and will renounce such Qualifying Expenditures in favour of the subscribers of the CFT Units and FT Units with an effective date no later than December 31, 2026.

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

The Company also wishes to announce that the term of its agreement with Atrium Research Corporation announced in its April 20, 2026 press release is for an initial 12-month term effective April 20, 2026. The press release dated April 20, 2026 stated the initial 12-month term was effective March 1, 2026.

About NorthWest Copper:

NorthWest is a copper-gold exploration and development company with a pipeline of advanced and early-stage projects in British Columbia, including Kwanika-Stardust, Lorraine-Top Cat and East Niv. With a robust portfolio in an established mining jurisdiction, NorthWest is well positioned to participate fully in strengthening global copper and gold markets. The Company is committed to responsible mineral exploration, working collaboratively with First Nations to help ensure future development incorporates stewardship best practices and respects traditional land use. Additional information can be found on the Company’s website at www.northwestcopper.ca.

On Behalf of NorthWest Copper Corp.
“Paul Olmsted”
CEO, NorthWest Copper

For further information, please contact:
416-457-3333
info@northwestcopper.ca

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