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Noble and Canada Nickel Announce Spin-out of Mann Twp JV and Acquisition of Eastern Exploration Properties

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TORONTO - (NewMediaWire) - July 8, 2024 - Noble Mineral Exploration Inc. ("Noble" or the "Company") (TSXV: NOB) (OTCQB: NLPXF) is pleased to announce that it has signed a Binding Letter of Intent (the "LOI") with Canada Nickel Inc. ("Canada Nickel") whereby Noble and Canada Nickel will spin-out certain mining claims (the "Properties") into a new company to consolidate their interests in large tonnage, low grade nickel projects east of Timmins, Ontario.

(i) The terms and conditions of the LOI between Canada Nickel and Noble will include:

(ii) The creation of a private exploration company described herein as "ExploreCo", whereby Noble and Canada Nickel both transfer their interests in mining claims in Mann Township (the "Mann Property")

(iii) The transfer from Noble to Canada Nickel of certain mining claims and the transfer from Canada Nickel to ExploreCo of certain mining claims east of Timmins,

(iv) Canada Nickel providing initial flowthrough and hard dollar funding of $5 million from existing cash on-hand to ExploreCo, to be directed to exploration of the properties transferred into ExploreCo, After this initial funding, ExploreCo will be owned 80% by Canada Nickel and 20% by Noble Mineral Exploration and each Company will be responsible for their pro-rata share of funding.

(v) The transfer by Noble of the right to acquire certain surface rights over the Noble Project 81 area that includes Canada Nickel's Crawford Project,

(vi) The retention of underlying NSR and buy-back rights to Noble, Canada Nickel and any underlying NSR owners,

The retention of certain exploration rights by Noble on the transferred Project 81 claims and patents for non-nickel opportunities.

The transactions under the LOI remain subject to the parties negotiating a definitive agreement, as well as to compliance with legal requirements and any requirements of the TSX Venture Exchange. As such, Noble and Canada Nickel will announce further details as work on the transaction proceeds.

Commenting on the transaction under the LOI, Vance White, CEO of Noble said, "We felt that consolidating the eastern properties into a separate exploration company would maximize the value of the Mann Twp properties without incurring significant upfront dilution to Noble, and at the same time gain exposure to additional identified nickel sulphide targets in the Timmins camp in which Noble currently has no interest. ExploreCo will control ~1,989 mining claims totaling over 42,000 ha and will include Reaume, Mann and Newmarket Townships as well as McCool, Moody, Galna and other properties currently held by Canada Nickel. Noble will vend its interest in Project 81, together with the right to acquire surface rights over Project 81. For properties transferred from Noble to Canada Nickel, Noble will retain a 5-year exploration right to any non-nickel exploration target therein. This 5-year exploration right will be subject to an annual exploration right thereafter upon both parties' consent. Noble intends to use its best efforts so that -upon ExploreCo going public, a portion of Noble's holdings in ExploreCo will be distributed to Noble shareholders in order that they may have a direct benefit as ExploreCo advances all underlying properties to the development stage, although that is a future event and we cannot provide any assurances that this will be done".