/NOT FOR DISTRIBUTION IN THE UNITED STATES OR DISSEMINATION THROUGH UNITED STATES WIRE SERVICES/
VANCOUVER, BC , Aug. 21, 2026 /CNW/ -- Copper Giant Resources Corp. ("Copper Giant" or the "Company") (TSXV: CGNT) (OTCQB: LBCMF) (FRA: 29H0) announces that it has closed its previously announced non-brokered private placement of common shares of the Company ("Common Shares") for aggregate gross proceeds of C$30,999,996 (the "Financing") at a price of C$0.72 per Common Share.
The Financing comprised subscriptions by Denarius for 40,000,000 Common Shares, and by Frank Giustra, through Sestini & Co. Pension Trustees Ltd. (an investment account controlled and directed by Mr. Giustra), for 2,777,775 Common Shares, resulting in Frank Giustra holding 15.55% of the Company's issued and outstanding Common Shares on a partially diluted basis. In addition, Ian Harris, President and Chief Executive Officer of the Company, subscribed for 277,775 Common Shares. No finder's fees were payable in connection with the Financing.
All Common Shares issued pursuant to the Financing are subject to a four-month-and-one-day hold period. On closing, Denarius became a new insider of Copper Giant pursuant to Canadian securities laws and is subject to all insider filings.
In connection with the Financing, each of Denarius, Frank Giustra and Ian Harris have agreed to enter into a two-year lock-up arrangement pursuant to which, among other things, they may not sell, offer, or grant options to purchase any of the Common Shares purchased in the Financing.
Proceeds of the 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 ("Mocoa Project"), including district-scale exploration, and general corporate purposes.
The Financing remains subject to the final acceptance of the TSX Venture Exchange (the "TSXV").
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 ("MI 61-101"). Such transactions were exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a), respectively, as neither the fair market value of the Common Shares subscribed for by the insiders, nor the consideration for the Common Shares paid by such insiders, exceeded 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days before the expected closing of the Financing because the details of the participation therein by insiders of the Company were not settled until shortly prior to closing of the Financing and the parties wished to close on an expedited basis for business reasons.
Early Warning Disclosure
Immediately prior to the Financing, Denarius did not beneficially own or control, directly or indirectly, any securities of the Company.
Immediately following closing of the Financing, Denarius beneficially owns or controls 40,000,000 Common Shares, representing 15.34% of the issued and outstanding Common Shares.
Denarius acquired the Common Shares for investment purposes. Depending on market conditions, its view of the Company's prospects, and other relevant factors, Denarius may, from time to time, acquire additional Common Shares, dispose of some or all of the existing Common Shares, or may continue to hold the Common Shares. In satisfaction of the requirements of National Instrument 62-104 - Take-Over Bids and Issuer Bids and National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, Denarius will be filing an early warning report related to its acquisition of the Common Shares, containing additional information omitted from this news release, under Denarius Metals' SEDAR+ profile at www.sedarplus.ca . A copy of the report filed by Denarius may be obtained from Amanda Fullerton, General Counsel and Secretary, telephone number (416) 360-4653, or via e-mail at investors@denariusmetals.com .
As a result of the acquisition of Common Shares described above, Frank Giustra now owns and/or controls directly and indirectly 31,450,475 Common Shares and 10,757,200 warrants of the Company, representing 12.06% of the issued and outstanding Common Shares on a non-diluted basis and 15.55% on a partially diluted basis.
Prior to the acquisition of the Common Shares, Mr. Giustra and his related entities owned and/or controlled 28,672,700 Common Shares and 10,757,200 warrants, representing 13.18% of the issued and outstanding Common Shares on a non-diluted basis and 17.27% on a partially diluted basis.
Frank Giustra and his related entities acquired these securities for investment purposes and as disclosed in the Early Warning Report accompanying this news release, may in the future acquire or dispose of securities of the Company, through the market, privately or otherwise, as circumstances or market conditions warrant.
A copy of the early warning report to be filed by Mr. Giustra in connection with the transaction described above will be available under the Company's profile on SEDAR+ at ( www.sedarplus.ca ).
Corporate Update
The Company also announces that, further to its news release dated August 6, 2026, Federico Restrepo-Solano has joined the Company's advisory committee, and Carlos Augusto Suárez Rojas, who was previously disclosed as an incoming director, will not be joining the board of directors due to potential upcoming conflict of interest.
About Copper Giant
Copper Giant Resources Corp. 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 Project, 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 Neighbor 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
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-tonnes-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 km southwest of Medellin.
In Spain, Denarius Metals holds interests in three critical-minerals projects. The Company owns a 21.8% 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-tonnes-per-day processing plant and the rights to the historic Aguablanca nickel-copper mine in Monesterio, Extremadura.
Denarius Metals also owns 100% of the Lomero Project, a polymetallic deposit in the Spanish portion of the Iberian Pyrite Belt, and 100% 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.
This press release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements and applicable U.S. state securities laws.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release includes forward-looking statements that are subject to risks and uncertainties. All statements within, other than statements of historical fact, including, but not limited to: the receipt of the final approval of the TSXV for the Financing; the actual use of proceeds for the Financing; the advancement of the Mocoa Project toward a construction decision; and the Company's broader exploration and development activities at the Mocoa Project, are to be considered forward-looking. Although Copper Giant believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include: market prices and volatility of the Common Shares, exploitation and exploration successes, uncertainty of reserve and resource estimates, risks of not achieving production, continued availability of capital and financing, processes, permits and filing requirements, risks related to operations in foreign and developing countries and compliance with foreign laws, including risks related to changes in foreign laws and changing policies related to mining and local ownership requirements in Colombia, and general economic, market, political or business conditions and regulatory and administrative approvals. There can be no assurances that such statements will prove accurate and, therefore, readers are advised to rely on their own evaluation of such uncertainties. Copper Giant does not assume any obligation to update any forward-looking statements.
SOURCE COPPER GIANT RESOURCES CORP.
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