Mr. Ian Harris reports
COPPER GIANT ANNOUNCES C$31 MILLION STRATEGIC FINANCING LED BY DENARIUS METALS AND LONG-TERM OFFTAKE AGREEMENT WITH TRAFIGURA
Copper Giant Resources Corp. has entered into a definitive agreement with Denarius Metals Corp. under which Denarius will make a strategic equity investment in Copper Giant by non-brokered private placement and a separate definitive agreement dated Aug. 5, 2026, with Trafigura Pte. Ltd., under which Copper Giant will grant Trafigura long-term offtake rights over a portion of the future copper and molybdenum concentrate production from its Mocoa copper-molybdenum project in Putumayo, Colombia. The financing is for aggregate gross proceeds of $30,999,996, with a lead order from Denarius of $28.8-million. Frank Giustra and Ian Harris, president and chief executive officer of the company, are also participating in the financing. Together, the financing and the offtake bring a cornerstone shareholder, strategic capital from investors committed for the long term, a committed route to market for future concentrate, and the capital to finance and accelerate the next phase of work at Mocoa, beyond the preliminary economic assessment currently under way and toward a construction decision. The offtake is conditional on completion of the financing.
Highlights
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Strategic financing led by Denarius. Copper Giant will issue 43,055,550 common shares at 72 cents per share for aggregate gross proceeds of $30,999,996. Denarius will subscribe for 40 million common shares for $28.8-million, representing 15.6 per cent of the company's issued and outstanding shares on closing. Mr. Giustra and Ian Harris, president and chief executive officer of the company, are also participating in the financing.
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Shareholder alignment. Denarius, Mr. Giustra and Mr. Harris have each agreed to enter into two-year lock-up arrangements in connection with the financing.
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Long-term offtake to Trafigura. Copper Giant will grant Trafigura the right and obligation to purchase 20 per cent of the copper concentrate and 20 per cent of the molybdenum concentrate produced from the Mocoa project. The offtake agreement is for 10 years from the commencement of commercial production, and was entered into on arm's-length market terms, subject to minimum delivered volumes over the period, failing which Trafigura may elect to extend the term.
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Appointments. Copper Giant will appoint Carlos Augusto Suarez Rojas to its board of directors and Federico Restrepo-Solano, chief executive officer of Denarius, to its advisory board.
"This transaction changes the trajectory of Mocoa. Denarius's investment gives us the capital to move through the PEA and accelerate the next phase toward a construction decision, while Trafigura provides a long-term route to global markets. Together, these partners bring Colombian operating experience, market reach and long-term alignment at a pivotal moment for copper and for Colombia," stated Ian Harris, president and chief executive officer, Copper Giant.
"We know Colombia and we know what it takes to move a project from resource to operation. Mocoa stands out for its scale, its copper-molybdenum endowment and its potential importance to Colombia's mining future. We are investing as a long-term partner because we believe Copper Giant has the asset and the team to advance it responsibly," said Serafino Iacono, executive chairman, Denarius Metals.
"Colombia has the geological conditions and the opportunity to become an important copper producer. We are pleased to see projects like Mocoa develop, especially given the country's recognition of copper as a strategic mineral. Our long-term offtake at Mocoa reflects both our confidence in the project and our strategy of working with producers to bring new supply to customers around the world," said Edmundo Vidal, director, Latin America, Trafigura.
Transaction details
The subscription price is 72 cents per common share. All common shares issued pursuant to the financing will be subject to a four-month-and-one-day hold period. On closing, Denarius will become a new insider of Copper Giant pursuant to Canadian securities laws and will be subject to all insider filings. No finders' fees will be payable in connection with the financing.
The financing comprises subscriptions by Denarius for 40 million common shares, and by Mr. Giustra for 2,777,775 common shares, resulting in Mr. Giustra holding 15.8 per cent of the company's issued and outstanding common shares on a partially diluted basis. In addition, Mr. Harris, president and chief executive officer of the company, will subscribe for 277,775 common shares. On closing, the company will have 256,429,248 common shares issued and outstanding. Mr. Harris is an insider of the company and Mr. Giustra is a significant shareholder; their participation in the financing constitutes a related-party transaction as defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company expects such participation will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the common shares subscribed for by the insiders, nor the consideration for the common shares paid by such insiders, is expected to exceed 25 per cent of the company's market capitalization.
In connection with the financing, each of Denarius, Mr. Giustra and Mr. Harris has agreed to enter into a two-year lock-up arrangement.
Proceeds of the Copper Giant financing will be used for the advancement and acceleration of exploration and project development at Copper Giant's Mocoa copper-molybdenum project in the department of Putumayo, Colombia, including district-scale exploration and general corporate purposes.
Copper Giant has separately agreed to a long-term offtake with Trafigura Pte. Ltd. covering 20 per cent of the copper concentrate and 20 per cent of the molybdenum concentrate produced from the Mocoa project. The offtake is conditional on completion of the financing.
Completion of the financing is subject to the execution of definitive documentation, the respective internal and corporate approvals of each party, including any board or shareholder approval, if required, and the approval of the TSX Venture Exchange. The financing is expected to close on or about Aug. 21, 2026. There can be no assurance that the financing will be completed as proposed or at all.
Board and advisory appointments
Copper Giant also announces the appointment of Carlos Augusto Suarez Rojas to its board of directors, effective upon closing of the financing.
Mr. Suarez is an award-winning Colombian attorney and political strategist and the founder and chief executive officer of Estrategia & Poder S.A.S., a Bogota-based public affairs and strategic communications consultancy. The firm Estrategia y Poder, under the leadership of Mr. Suarez, designed and executed the strategy for the presidential campaign of the President of Colombia, Abelardo De La Espriella, and advises several state governments in Colombia. Mr. Suarez has more than a decade of experience advising political leaders, government institutions and private-sector organizations, and his work has received multiple Napolitan Victory Awards.
Copper Giant is also pleased to appoint Federico Restrepo-Solano, chief executive officer of Denarius, to its advisory board. Mr. Restrepo-Solano has over 25 years of experience in the oil and mining sector and has extensive business experience throughout Latin America. Under his leadership, Denarius is producing gold and silver in the early production phase at its Zancudo project in the Cauca belt of Colombia, while completing construction of a 1,000-tonne-per-day processing plant, and is advancing its Aguablanca, Lomero and Toral projects in Spain.
The board appointment is subject to the approval of the TSX Venture Exchange.
About Copper Giant
Resources Corp.
Copper Giant Resources is part of the Fiore Group, a private and well-established Canadian organization known for building successful, high-impact companies across the natural resource sector. Copper Giant was formed with a singular focus: to advance high-quality copper projects beyond resource definition, responsibly, efficiently and with long-term positive impact.
The company is led by a team with uncommon experience, having successfully taken some of the few major copper mines developed in the past two decades from discovery through to construction. Copper Giant's current focus is the Mocoa copper-molybdenum deposit in southern Colombia, one of the largest undeveloped resources of its kind in the Americas. Recent exploration success has revealed potential well beyond its original footprint, highlighting Mocoa as a broader district-scale opportunity, and the catalyst for the company's name and evolution.
Guided by the values of respect and responsibility, and grounded in its good neighbour philosophy, Copper Giant is committed to creating enduring value for all stakeholders and playing a meaningful role in the global energy transition.
About Denarius Metals
Corp.
Denarius Metals is a Canadian junior mining company focused on acquiring, exploring, developing, and ultimately operating precious-metals and polymetallic projects in high-grade districts in Colombia and Spain. The company is listed on Cboe Canada under the symbol DMET and trades in the United States on the OTCQX Market under the symbol DNRSF.
In Colombia, Denarius Metals is producing gold and silver in the early production phase at its wholly owned Zancudo project while completing construction of a 1,000-tonne-per-day processing plant expected to produce high-grade gold-silver concentrates in the fourth quarter of 2026. Zancudo includes the historic Independencia mine and is located in the Cauca belt, approximately 30 kilometres southwest of Medellin.
In Spain, Denarius Metals holds interests in three critical minerals projects. The company owns a 21.8-per-cent interest in Rio Narcea Recursos S.L. and operates the Aguablanca project, which has been recognized as a strategic project by the European Union. Aguablanca includes a 5,000-tonne-per-day processing plant and the rights to the historic Aguablanca nickel-copper mine in Monesterio, Extremadura.
Denarius Metals also owns 100 per cent of the Lomero project, a polymetallic deposit in the Spanish portion of the Iberian pyrite belt, and 100 per cent of the Toral project, a high-grade zinc-lead-silver deposit in northern Spain.
In early 2026, Denarius Metals entered into a strategic collaboration with ProGrowth Ltd., a Saudi-based diversified group, focused on processing, smelting, and commercializing material from the company's projects and identifying, acquiring, developing and operating gold and nickel concessions in Saudi Arabia.
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