NextGen Digital Platforms — Regulatory Filings 2025

Nov 14, 2025

FORM 51-102F3
Material Change Report

Item 1. Name and Address of Company
Koryx Copper Inc. (the "Company")
17, Bd Friedrich, Wilhelm Raiffeisen
Gasperich, L-2411 Luxembourg
Luxembourg

Item 2. Dates of Material Change
November 6, 2025

Item 3. News Release
News release dated November 12, 2025 was disseminated with GlobeNewswire and filed on SEDAR+. A copy of each news release is attached as Schedule “A”.

Item 4. Summary of Material Change
The Company announced that the Registrar of Companies in British Columbia has authorized the continuation of the Company out of British Columbia, under section 308 of the Business Corporations Act (British Columbia), to the Grand Duchy of Luxembourg (the “Continuation”).

The Company also welcomes new independent directors Cristina Lara and Tarik El Hanch to the Board, effective as of November 6, 2025.

Item 5.1 Full Description of Material Change
For a full description of the material change, see the news releases attached as Schedule “A”.

Item 5.2 Disclosure for Restructuring Transactions
Not Applicable.

Item 5. Reliance on subsection 7.1(2) of National Instrument 51-102
Not Applicable.

Item 6. Omitted Information
Not Applicable.

Item 7. Executive Officer
For further information, contact:

AC/13975994.1

---

Heye Daun, President & CEO
Tel: +1-604-785-0850

Item 9. Date of Report

November 14, 2025

---

Schedule “A”

NEWS RELEASE

See attached

---

17, Bd Friedrich, Wilhelm Raiffeisen
Gasperich, L-2411 Luxembourg
Luxembourg

KORYX COPPER

KORYX COPPER ANNOUNCES COMPLETION OF CONTINUATION

Luxembourg – November 12, 2025 – Koryx Copper Inc. (now Koryx Copper S.A.) (the "Company") (TSX-V: KRY) (NSX: KYX) is pleased to announce that the Registrar of Companies in British Columbia has authorized the continuation of the Company out of British Columbia, under section 308 of the Business Corporations Act (British Columbia), to the Grand Duchy of Luxembourg (the "Continuation"). The Continuation was approved by the Company's shareholders at the special meeting of shareholders (the "Special Meeting") held on October 15, 2025.

Details of the Continuation are more particularly set out in the Company's management information circular dated August 29, 2025, as amended by the Company's press release dated October 7, 2025, available under the Company's profile on SEDAR+ at www.sedarplus.ca.

The TSX Venture Exchange ("TSX-V") has conditionally approved the Continuation. In connection with the Continuation, the Company's name is changing from "Koryx Copper Inc." to "Koryx Copper S.A.", which formal name change remains subject to TSX-V approval.

The Company also welcomes new independent directors Cristina Lara and Tarik El Hanch to the Board.

Cristina Lara has been serving as Director for Luxembourg entities for over 15 years. For the past 10 years, she has led a team of financial professionals dedicated to supporting internationally based entities, primarily focused on SPV structures. Cristina holds degrees in Accounting and in Business Administration and Management, which provide a strong foundation for her expertise in corporate governance, financial oversight, and cross-border structuring.

Tarik El Hanch has been serving as Director for Luxembourg entities for over 10 years. He specializes in SPV structures and all related aspects under LuxGAAP and Luxembourg legal frameworks applicable to corporate and financial structures. Working with internationally based companies, Tarik provides expert guidance on Luxembourg accounting standards and regulatory practices. Tarik holds a bachelor's degree in Accountancy Economy Option.

"We are pleased to welcome Cristina and Tarik as new directors," said Heye Daun, Director and CEO of the Company. "Both Cristina and Tarik bring a wide range of professional experience to Koryx as a company now domiciled in Luxembourg that will be integral to our growth internationally."

The appointments of Cristina Lara and Tarik El Hanch were approved at the Special Meeting and are effective as of November 6, 2025.

On behalf of the Board of Directors

"Heye Daun"

President, CEO and Director

---

Additional information is also available by contacting the Company:

Julia Becker
Corporate Communications
jbecker@koryxcopper.com
+1-604-785-0850

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.

Cautionary Statement Regarding Forward-Looking Information

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, without limitation, statements regarding the Continuation and the Company's name change. 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". Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management, 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. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, other factors may 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. Other factors which could materially affect such forward-looking information are described in the risk factors in the Company's most recent annual management discussion and analysis. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.