Cupani closes $1.61-million third tranche of financing

Executive Summary

• Cupani Metals Corp. closed the third tranche of its non-brokered private placement, raising gross proceeds of $1,617,781.25 through the issuance of 12,942,250 hard cash (HC) units.
• The company divested its non-core subsidiary, Capitalight Research Inc., on December 31, 2025, retaining a revenue share agreement until December 31, 2030.
• Proceeds from the financing are designated for the Blue Lake/Retty Lake exploration project and general working capital, with insider participation from the CEO and an independent director.

Key Details

• Financing Structure:
  • Gross Proceeds: $1,617,781.25.
  • Units Issued: 12,942,250 hard cash (HC) units.
  • Price per Unit: 12.5 cents per HC unit.
  • Composition: Each HC unit consists of one common share and one full common share purchase warrant.
  • Warrant Terms: Exercisable at $0.25 per share, exercisable at any time prior to 24 months from the date of issuance, subject to an acceleration clause.
  • Use of Proceeds: 100%-owned Blue Lake/Retty Lake exploration project and general working capital.
• Insider Participation:
  • CEO Brian Bosse and independent director Elliot Beutel each subscribed $50,000 indirectly.
  • Total insider subscription: 800,000 HC units.
  • Transaction classified as a related party transaction under Multilateral Instrument 61-101; exempt from formal valuation and minority shareholder approval requirements.
• Finder’s Fees:
  • Aggregate cash finders' fees paid: $17,125.
  • Compensation units issued: 559,975 HC units at $0.125 per unit.
• Resale Restrictions:
  • Hold period of four months and one day from the date of issuance under Canadian securities laws.
• Divestiture (M&A):
  • Target: Capitalight Research Inc. (non-core subsidiary).
  • Closing Date: December 31, 2025.
  • Consideration: Company retains a portion of revenues generated by the business until December 31, 2030.
  • Restrictions: Business may not be resold without prior written consent until January 1, 2031.
  • Working Capital: Purchaser assumed responsibility for all working capital requirements effective December 31, 2025.

Notable Quotes

• None provided in the text.