DENARIUS METALS ANNOUNCES THE LAUNCH OF A US$20,000,000 NOTES OFFERING BY RIO NARCEA RECURSOS S.A. TO FUND THE RESTART OF THE AGUABLANCA NICKEL-COPPER PROJECT IN SPAIN

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TORONTO, Jan. 28, 2026 /CNW/ – Denarius Metals Corp. (Cboe CA: DMET) (OTCQX: DNRSF) (“Denarius Metals” or the “Company”) announced today that its 22.1%-owned joint venture, Rio Narcea Recursos S.A. (“RNR”), owner of the Aguablanca Ni-Cu Project in Spain, has entered into an agreement with SCP Resource Finance LP and ECM Capital Advisors Ltd. (together, the “Co-Lead Agents”) in connection with a “best efforts” marketed offering (the “Offering”) of 12% secured notes of RNR (the “RNR Notes”) for gross proceeds of up to US$20,000,000 from the sale of up to 20,000 RNR Notes at a price of US$1,000 per RNR Note. It is anticipated that the closing of the Offering will occur in one or more tranches on or prior to February 27, 2026.
Key terms of the RNR Notes include:
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The RNR Notes will be issued at a price of US$1,000 per RNR Note (the “Principal Amount”).
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The RNR Notes will mature and become payable on the date which is five years from the date of issuance of the RNR Notes (the “Maturity Date”).
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The RNR Notes bear interest at 12% per annum, paid quarterly in arrears at the end of March, June, September and December in each year, commencing March 31, 2026. The first interest payment will represent accrued interest for the period from the Closing Date to March 31, 2026. A portion of the gross proceeds will be set aside in escrow to fund the monthly interest payments during the first 12 months.
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No scheduled principal repayments shall be required within the first 12 months after the Closing Date.
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Holders of the RNR Notes may request repayment of up to a maximum of US$250 of the Principal Amount of each RNR Note without penalty on the second anniversary after the Closing Date.
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The RNR Notes may also be redeemed by RNR in part or in full without penalty on the third anniversary after the Closing Date. Any RNR Notes not redeemed by RNR on the third anniversary will then be repaid in full on the Maturity Date.
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The RNR Notes will be non-recourse to Denarius Metals and its joint venture partners and will be secured solely by a first ranking charge on the assets held within RNR, including, but not limited to, the processing plant, mining rights and offtake agreements held within RNR.
Denarius Metals owns a 22.1% equity interest in RNR and is the operator of the Aguablanca Project. As operator, Denarius Metals is assisting RNR to raise the funds required for the restart of operations at the Aguablanca Project. The Aguablanca Project, a historical producer of nickel-copper concentrates, is fully permitted and comprises a turnkey 5,000 tonnes per day processing plant and the rights to exploit the underground Aguablanca nickel-copper mine, located in Monesterio, Extremadura, Spain. RNR expects to have the Aguablanca underground mine back in production by the fourth quarter of 2026, subject to having the funds available to complete the planned restart activities.



