Denarius Metals Announces Closing of Life Offering and Concurrent Private Placement

Executive Summary

• Denarius Metals Corp. closed two non‑brokered private placements for a total of CA$12,625,000 in gross proceeds.
• The offerings issued 25,250,000 Units (each Unit = one common share + ½ warrant) with warrants exercisable at CA$0.70 until November 19 2028.
• Net proceeds will fund exploration and development at the Zancudo Project in Colombia and provide working capital/general corporate purposes.

Key Details

• LIFE Offering: 20,000,000 Units sold for CA$10,000,000 (CA$0.50 per Unit).
• Concurrent Offering: 5,250,000 Units sold for CA$2,625,000 (CA$0.50 per Unit).
• Total Units Issued: 25,250,000 Units; total gross proceeds CA$12,625,000.
• Warrant Terms: Each Unit includes one‑half of a warrant to purchase one common share at CA$0.70; warrants exercisable beginning Jan 20 2026 and expire Nov 19 2028.
• Use of Proceeds: Exploration & development of the Zancudo Project (Colombia) plus working capital and general corporate purposes.
• Finder Fees: Cash payments of CA$379,500 and issuance of 447,780 finder’s warrants (exercise price CA$0.50, expiry Nov 19 2028).
• Legal Counsel: Wildeboer Dellelce LLP.

Early Warning / Ownership Updates

• Executive Chairman Serafino Iacono purchased 1,850,000 Units for CA$925,000; now controls ~16.44% of outstanding common shares (≈24.7 M shares) and could control up to 28.61% on a partially diluted basis after full exercise of options/warrants/debentures.
• Aris Mining Corp. acquired 4,000,000 Units for CA$2,000,000; now controls ~9.87% of outstanding common shares (≈14.8 M shares) and could control up to 20.24% on a partially diluted basis after full exercise.
• Aton Ventures Fund Ltd. holds ~8.71% of outstanding common shares (≈13.1 M shares) and could control up to 17.04% on a partially diluted basis after full exercise.

Regulatory / Offering Structure

• Units offered under the Listed Issuer Financing Exemption (NI 45‑106) to Canadian residents (excluding Québec).
• Additional exemption for U.S. investors via Ontario Securities Commission Rule 72‑503; no registration in the United States, and securities may not be sold to U.S. persons absent an exemption.

Notable Quotes

(No direct CEO/President quotes were included in the release.)