Cove Kaz Capital Group LLC (“Cove Kaz” or “the Company”), a U.S.-based company engaged in the development of tungsten and other critical mineral resources in Kazakhstan, today announced its plan to direct list Class A common stock on a major U.S. stock exchange. Prior to listing, the Company plans to convert to a Delaware corporation, combine with certain other Cove Capital LLC-affiliate assets in Kazakhstan subject to Kazakhstan government and other regulatory approvals, and change its name to Kaz Resources, Inc. The Company’s previously announced business combination agreement with Skyline Builders Group Holding Limited has been terminated.

In connection with the direct listing, the Company plans to file an S-1 registration statement with the U.S. Securities and Exchange Commission (“SEC”) in due course. The Company expects that the offering will be completed in H1 2027, after the SEC completes its review process, subject to requisite approvals and market and other conditions.

No Offer or Solicitation

This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offers, solicitations of offers to buy, or sales of securities in connection with the proposed direct listing will be made only in accordance with the registration requirements of the Securities Act of 1933, as amended.

About Cove Kaz Capital Group LLC

Cove Kaz Capital Group LLC is a U.S.-based critical minerals development company focused on advancing strategic critical minerals resource projects in Kazakhstan. For more information, please visit: https://www.kazresources.com.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the U.S. federal securities laws. Forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “think,” “strategy,” “future,” “opportunity,” “potential,” “plan,” “seeks,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements include, but are not limited to: statements regarding the Company’s plans for a direct listing on a major U.S. stock exchange; the anticipated timing of such listing and the commencement of trading; the proposed conversion to a Delaware corporation and combination with certain Cove Capital LLC assets and related regulatory approvals; and the Company’s future business, strategy, and capital markets access. These statements are based on current expectations and assumptions that are subject to risks and uncertainties, many of which are beyond the Company’s control, and actual results may differ materially from those expressed or implied by such statements. These risks and uncertainties include, among others: the receipt of required regulatory and governmental approvals in Kazakhstan and the United States; completion of the direct listing on the anticipated timeline or at all; and other risks that will be described in the Company’s registration statement and other filings with the U.S. Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which it is made, and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

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