Copper Giant Resources Corp. (TSX Venture Exchange: CGNT) (OTCQB: LBCMF) (Frankfurt: 29H0) has signed a binding term sheet for a $30,999,996 CAD non-brokered private placement led by Denarius Metals Corp. (Cboe Canada: DMET) (OTCQX: DNRSF), alongside a separate 10-year offtake agreement with commodities trader Trafigura covering copper and molybdenum concentrate from Copper Giant’s Mocoa Project in the Putumayo department of southern Colombia. Both companies announced the transactions on August 6, 2026.

Under the financing, Copper Giant will issue 43,055,550 common shares at $0.72 CAD per share. Denarius Metals is subscribing for 40,000,000 of those shares for $28.8 million CAD, giving it a 15.6% equity interest in Copper Giant on closing. Frank Giustra, already a significant shareholder in Copper Giant, is subscribing for 2,777,775 shares, resulting in a 15.8% stake on a partially diluted basis, while Ian Harris, Copper Giant’s president and chief executive officer, is subscribing for 277,775 shares. On closing, Copper Giant will have 256,429,248 common shares issued and outstanding. Because Giustra and Harris are insiders, their participation is classified as a related-party transaction under Multilateral Instrument 61-101, though Copper Giant said it expects the participation to be exempt from that instrument’s formal-valuation and minority-approval requirements, as the value of the insiders’ subscriptions is not expected to exceed 25% of the company’s market capitalization. Denarius, Giustra and Harris have each agreed to two-year lock-up arrangements, and the financing is expected to close on or about August 21, 2026.

A separate offtake, and a related financing at Denarius

Separately, Trafigura has agreed to purchase 20% of the copper concentrate and 20% of the molybdenum concentrate produced at Mocoa for 10 years from the start of commercial production, under arm’s-length market terms that include minimum delivered volumes; Trafigura may elect to extend the term if those minimums are not met.

“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.”
— Ian Harris, President and Chief Executive Officer, Copper Giant Resources Corp.

The Copper Giant financing runs alongside a related but separate transaction at Denarius: Trafigura has agreed to acquire 67,000,000 Denarius common shares at $0.43 CAD per share, plus 12,500,000 warrants exercisable at $0.60 CAD per share for three years, raising approximately $28.8 million CAD for Denarius and giving Trafigura an approximate 14.9% stake in the company. That financing is also expected to close on or about August 21, 2026, and its proceeds fund Denarius’s investment in Copper Giant.

Serafino Iacono, Denarius’s executive chairman, said the company was investing in Copper Giant for the long term: “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.”

Edmundo Vidal, Trafigura’s director for Latin America, linked the offtake to Colombia’s push to develop copper as a strategic mineral: “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.”

Colombia’s Agencia Nacional de Minería (National Mining Agency, or ANM) has designated copper among the minerals it considers strategic for the country’s energy transition, a designation Vidal referenced in his remarks.

Board changes and the Mocoa resource

Copper Giant is also appointing Carlos Augusto Suárez Rojas to its board of directors, effective on closing of the financing and subject to approval of the TSX Venture Exchange. Suárez is a Colombian attorney and political strategist and the founder and chief executive officer of Bogotá-based public affairs firm Estrategia & Poder S.A.S., which led strategy for the presidential campaign of Colombian President Abelardo De La Espriella and advises several Colombian state governments. Separately, Copper Giant is appointing Federico Restrepo-Solano, Denarius’s chief executive officer, to its advisory board. Restrepo-Solano has more than 25 years of experience in the oil and mining sectors across Latin America and leads Denarius’s operations in Colombia and Spain. The board move follows Copper Giant’s 2025 prior consultation agreement with the Inga Condagua Indigenous Nation, a prerequisite the company cleared before advancing exploration permitting at Mocoa.

Mocoa, located in Putumayo department, holds an Inferred Mineral Resource of 1,120 million tons at an average grade of 0.51% copper-equivalent, comprising 7.6 billion pounds of copper at 0.31% and 1.0 billion pounds of molybdenum at 0.039%, according to the resource estimate Copper Giant filed with Canadian securities regulators. Copper Giant holds more than 132,000 hectares of district-scale tenure around the deposit, which the company says was first identified in 1973 through a regional geochemical survey conducted by the United Nations and the Colombian government, followed by exploration campaigns from 1978 to 1983 and further drilling by B2Gold in 2008 and 2012. The mineral resource estimate was prepared by Kevin Hon and Warren Black of APEX Geoscience, with an effective date of November 18, 2025, and peer-reviewed by APEX president and chief executive Michael Dufresne; a full technical report incorporating the estimate, also naming APEX Geoscience‘s Dufresne, Black and Hon alongside Chester de Leon of Consultec Limited, carries an effective date of December 23, 2025, and was filed January 8, 2026. The estimate’s economic assumptions include copper priced at $4.00 USD per pound and molybdenum at $20.00 USD per pound, copper and molybdenum recoveries of 90% and 95%, respectively, and a cutoff grade of 0.25% copper-equivalent. Copper Giant has continued drilling at Mocoa since that estimate was filed, including a third mineralized breccia corridor confirmed below the current conceptual pit, which the company has said points to a larger resource than the current estimate captures.

Copper Giant, part of the Vancouver-based Fiore Group, has focused on advancing Mocoa toward a preliminary economic assessment and eventual construction decision. Denarius Metals, based in Toronto, is producing gold and silver at its Zancudo Project in Colombia’s Cauca Belt, near Medellín, while completing construction of a processing plant there, and holds mineral projects in Spain, including the Aguablanca project, which the European Union has designated a Strategic Project. Trafigura, founded more than three decades ago and employee-owned, trades and moves commodities including metals, energy and minerals across a network operating in more than 150 countries.

Neither company has disclosed a timeline for the preliminary economic assessment the new capital is meant to fund.

Headline photo: Copper Giant field geologists during exploration work at the Mocoa copper-molybdenum project in Putumayo. (Photo courtesy Copper Giant Resources Corp.)

Bylaw rewrite would clear the way for a mostly new nine-member board

Ecopetrol S.A. (BVC: ECOPETROL; NYSE: EC) will hold an extraordinary shareholders’ meeting on September 15, 2026, at which the Colombian government, acting through the Ministerio de Hacienda y Crédito Público (Ministry of Finance and Public Credit) as holder of 88.49% of the company’s shares, intends to elect a new nine-member board of directors and amend the bylaw that has limited how many sitting directors can be replaced in a single vote.

Ecopetrol reported on August 28 that all corporate procedures required to formalize the Nation’s slate of candidates have been completed and that the slate will be put to shareholders at the meeting. The government’s request arrived in a letter dated August 26 from Finance Minister Miguel Gómez Martínez to Juan Carlos Hurtado Parra as Ecopetrol’s acting president, answering communications the company sent on August 4, 10 and 14 reporting director resignations and asking that an assembly be convened to fill the vacancies.

Three of the board’s nine seats have been empty since July 31. According to the ministry’s letter, Juan Gonzalo Castaño Valderrama resigned as a non-independent director on May 12, 2026, and Ángela María Robledo Gómez, who chaired the board, and Lilia Tatiana Roa Avendaño resigned effective July 31. The letter also notes that Ricardo Roa Barragán remained at the head of the company through July 30 and that Hurtado Parra has held the acting presidency since July 31, one week before President Abelardo de la Espriella was inaugurated on August 7. Hurtado Parra, the company’s executive vice president of hydrocarbons, had already been running Ecopetrol on an interim basis since April 7, the day after the board approved Roa’s request for vacation followed by unpaid leave, according to Portafolio. Roa’s exit followed months of controversy, including the leak in March of an internal report pointing to a possible $42 million USD payment to a company in the British Virgin Islands.

The first substantive item on the agenda is a reform of Article 20 of Ecopetrol’s bylaws. The current text requires that any slate presented to the assembly include at least three sitting directors, not counting the candidates for seats eight and nine. The ministry proposes replacing that requirement with language under which the slate “will seek to” retain at least three current members, without making it a condition of the slate’s validity or a bar to a full renewal of the board. A second change to the same article would allow the Nation to renominate the employee representative already elected for the current period without repeating the employee vote.

The ministry argues that the existing rule makes the composition and validity of a slate depend on whether a set number of directors agree to be renominated, so that a decision belonging to shareholders is conditioned on the individual will of the administrators themselves, which it describes as an unjustified risk of blocking the electoral process. “The continuity of current members would remain a relevant corporate governance criterion, but not an absolute condition that could prevent the recomposition of the body when the company’s circumstances, the vacancies that have arisen or the profiles required call for its renewal,” Gómez Martínez wrote.

Shareholders will then elect all nine directors by the electoral quotient system for the remainder of the 2025–2029 institutional period. Six of the nine names on the Nation’s slate are new to the board: Carlos Augusto Suárez Rojas, Jorge Alberto Jaller Jaramillo, José Camilo Manzur Jattin, Ludmila del Carmen Vergara Rosales, Betzy Patricia Martínez Zapatero and Claudia Margarita Lafaurie Taboada.

According to the candidate profiles Ecopetrol published, Suárez Rojas is a lawyer who founded and heads Estrategia & Poder and previously served as secretary general and operations director of the Contraloría General de Cundinamarca (Cundinamarca comptroller’s office); El Tiempo describes him as the president’s political communications strategist. Jaller Jaramillo was vice president of retail and vice president of Éxito and Carulla at Almacenes Éxito S.A., which trades as Grupo Éxito (BVC: EXITO). Manzur Jattin has been president of the Asociación Colombiana de Distribuidores de Energía Eléctrica (Colombian Association of Electric Power Distributors, Asocodis) since 2006 and previously served as an expert commissioner of the Comisión de Regulación de Energía y Gas (Energy and Gas Regulatory Commission, CREG). Vergara Rosales was named head of the Superintendencia de Transporte (Superintendency of Transportation), the agency announced on August 14. Martínez Zapatero is a lawyer who has held several public-sector advisory posts and currently manages the Fundación Sé Valiente. Lafaurie Taboada is a former head legal adviser and vice president of hydrocarbon contracts at the Agencia Nacional de Hidrocarburos (National Hydrocarbons Agency, ANH) and is now legal vice president of CNE Oil & Gas. El Tiempo also reported that Jorge Mario Velásquez, the former president of Grupo Argos (BVC: GRUPOARGOS) whom de la Espriella had named in July as a prospective director, was left off the slate.

The remaining three seats are filled under procedures set out in Article 20 rather than chosen directly by the ministry. Seat seven belongs to a representative elected by Ecopetrol’s employees; the company reports that César Eduardo Loza Arenas, a former president of the Unión Sindical Obrera (Workers’ Trade Union, USO), was previously elected under that procedure and has been nominated again. For seat eight, the governors of the hydrocarbon-producing departments where Ecopetrol operates reaffirmed Ricardo Rodríguez Yee in a communication received August 26. For seat nine, the minority shareholders with the largest holdings reaffirmed Luis Felipe Henao Cardona, the board’s current chairman and a former housing minister, in a communication received August 21.

The agenda also asks shareholders to instruct the board, including the one elected at the meeting, to bring the company’s director succession policy into line with the amended Article 20 and provides that any internal rule still requiring a minimum number of continuing directors will not apply to this election. Ecopetrol stated that its board and Corporate Governance and Sustainability Committee completed the verification of all candidates, so no dispensation from the succession policy’s review procedures will be needed.

The board reshuffle is unfolding alongside a turnover in senior management. At its August 31 meeting, Ecopetrol’s board accepted the departure of Sergio Andrés Moreno Acevedo as corporate vice president of science, technology and innovation and named Diana Marcela Acero Rojas, who manages that portfolio, to the post on an acting basis from September 1. The same meeting formalized the appointment of Henryk Manuel Porras Villamil, until then a project leader in the energy transition projects department, as acting executive vice president of energy transition from August 31, succeeding Ernesto Alfonso Gómez Cabarcas, who had held the job on an interim basis through August 30 and will take statutory leave before pursuing other opportunities. The company said permanent appointments will be disclosed when made.

Four days earlier, at its August 27 meeting, the board had approved five other interim replacements covering the vice presidencies of territorial transformation and health, safety and environment; administration and services; strategy and new business; and refining and industrial processes, as well as the corporate directorate of institutional relations and communications, with outgoing executives leaving August 30 and internal replacements taking over the next day. La República also reported management changes at the Ecopetrol subsidiary Hocol, where general manager Luis Eduardo Parra left on August 25.

Ahead of the vote, Ecopetrol published the measures it will apply to shareholder representation, as required by the Circular Básica Jurídica (Basic Legal Circular) of the Superintendencia Financiera de Colombia (Financial Superintendency of Colombia). Proxies that do not meet the legal minimums or that fail to name the representative will be rejected, and none may be granted to Ecopetrol employees or to anyone tied to its management. Managers and employees are barred from suggesting proxy names, recommending a vote for any slate, or coordinating with shareholders on proposals or votes; the Corporate Legal Vice Presidency and the General Secretariat will review the powers of attorney.

The meeting is scheduled for 11 a.m. at Ecopetrol’s main building at Carrera 13 No. 36-24 in Bogotá, in person and streamed live on the company’s website, according to the convocation notice the company published on August 28. Registration of shareholders and proxies opens at 9 a.m. Meeting documents, candidate profiles and acceptance letters are posted on the company’s investor site.

Ecopetrol says it accounts for more than 60% of Colombia’s hydrocarbon production and holds 51.4% of the power transmission company ISA (BVC: ISA). Finance Colombia reported in May that the company’s first-quarter results were weighed down by lower crude prices and reduced output even as refining margins recovered.

Headline image: The six new nominees on the Nation’s slate for the Ecopetrol board, to be voted on September 15. (Photos courtesy Ecopetrol; composite: Finance Colombia)