MARKET WIRE NEWS

CUPANI METALS CLOSES PRIVATE PLACEMENT FOR PROCEEDS OF $1,617,781.25

MWN-AI** Summary

Cupani Metals Corp. has successfully completed a private placement financing, raising gross proceeds of $1,617,781.25. This closing marks the third tranche of a previously announced non-brokered offering, during which the company issued 12,942,250 hard cash units (HC Units) at a price of $0.125 per unit. Each HC Unit consists of one common share and one purchase warrant, with the warrants exercisable at $0.25 within a 24-month period from the issuance date.

Notably, insiders of the company, including Director and CEO Brian Bosse, and Independent Director Elliot Beutel, invested a combined total of $100,000, acquiring 800,000 HC Units. This constitutes a related party transaction, but it is exempt from certain formal valuation and minority shareholder approval requirements under Canadian law, as the fair market value did not exceed 25% of the company’s market capitalization.

The proceeds from this financing will primarily be directed towards the exploration of Cupani's 100%-owned Blue Lake/Retty Lake projects and for general working capital needs. The HC Units issued are subject to resale restrictions, including a hold period of four months and one day as mandated by Canadian securities regulations. Additionally, the company has paid finders' fees totaling $17,125 and issued compensation HC Units to selected finders.

Cupani Metals Corp. focuses on providing shareholder value through investments in mineral exploration properties. Following the completion of this financing round, the company anticipates enhancing its operational capabilities and advancing its exploration endeavors.

MWN-AI** Analysis

CUPANI Metals Corp.'s recent closure of a $1.6 million private placement highlights significant developments for the company, which investors should closely monitor. The successful issuance of 12,942,250 hard cash units at $0.125 is an encouraging sign, demonstrating both market interest and internal confidence, particularly with insider purchases by key executives. Such insider buying often signals confidence in the company's future prospects, which can be enticing for current and potential investors.

The proceeds from this financing will primarily support the Blue Lake/Retty Lake exploration project, an essential component of CUPANI's growth strategy. For investors, the focus should be on how effectively the company utilizes these funds to advance its exploration activities. Given that the project forms part of CUPANI's core business, successful discoveries or advancements could significantly enhance shareholder value.

However, potential investors must also be mindful of inherent risks. The market's reaction can be treacherous due to fluctuations in commodity prices and overall market conditions. The accompanying hold period of four months and one day on the securities issued may also limit liquidity in the short term, potentially impacting share price movements.

Additionally, investors should consider CUPANI's recent divestiture of its subsidiary, Capitalight Research Inc., which could alter its financial landscape and operational focus. Continuous revenue from this divestiture until 2030 suggests a buffer for the company, yet its long-term strategy post-divestiture needs close examination.

As always, potential investors should assess their risk tolerance, conduct comprehensive due diligence, and stay informed of impending developments in CUPANI's projects and overall market conditions. In summary, while intriguing opportunities lie ahead for CUPANI Metals, careful consideration of the associated risks and market dynamics remains paramount.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: Canada Newswire

Canada NewsWire

TORONTO, Feb. 9, 2026 /CNW/ - CUPANI METALS CORP. ("CUPANI" or the "Company") (CSE: CUPA) (OTCQB: CUPIF) is pleased to announce that it closed a third tranche of the previously announced non-brokered private placement financing for aggregate gross proceeds of $1,617,781.25 (the "Offering") comprised of the issuance of 12,942,250 hard cash units (the "HC Units") at $0.125 per HC Unit.

Insider Buying

Director & CEO Brian Bosse, and Independent Director Elliot Beutel, both insiders of the Company (the "Insiders"), each subscribed $50,000 indirectly for a total of 800,000 HC Units under the Offering, which constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The issuance of HC Units to the Insiders is exempt from the formal valuation requirements of MI 61-101 as the Company's securities are not listed on any of the stock exchanges listed in section 5.5(b) of MI 61-101 and from the minority shareholder approval requirements of MI 61- 101 by virtue of the exemption contained in section 5.7(a) of MI 61-101 in that the fair market value of the consideration of the securities issued to the Insiders did not exceed 25% of the Company's market capitalization.

The Offering

Each HC Unit consisted of one common share of the Company and one full common share purchase warrant (the "HC Unit Warrant"), each HC Unit Warrant exercisable at $0.25 at any time prior to the day that is 24 months from the date of issuance thereof, subject to the terms and provisions of an acceleration clause.  The gross proceeds from the Offering will be used by the Company on its 100% owned Blue Lake/Retty Lake exploration project exploration project as well as for general working capital purposes.

The HC Units were issued by way of a private placement pursuant to exemptions from prospectus requirements under applicable securities laws. The securities issued pursuant to the Offering are subject to resale restrictions, including a hold period of four months and one day from the date of issuance, in accordance with applicable Canadian securities laws. Following the closing of the 3rd tranche of Offering, the Company paid aggregate cash finder's fees of $17,125 and issued a total of 559,975 compensation HC Units at a price of $0.125 per HC Units to certain finders.

Other Matters

On December 31, 2025, the Company completed divestiture of its non-core subsidiary, Capitalight Research Inc. Pursuant to the sale agreement, the Company will receive a portion of the revenues generated by the business until December 31, 2030. The agreement provides that the business may not be resold without the prior written consent of the Company until January 1, 2031. The purchaser has assumed responsibility for all working capital requirements effective as of December 31 2025.

About CUPANI

CUPANI Metals Corp. provides shareholders with long-term capital growth exposure by investing in mineral exploration properties and other assets. The Company is listed on the CSE under the symbol "CUPA". To learn more about the Company please visit http://www.CUPANImetals.com.

Forward-Looking Information

Certain of the statements made and information contained herein is "forward-looking information" within the meaning of National Instrument 51-102 – Continuous Disclosure Obligations of the Canadian Securities Administrators. These statements and information are based on facts currently available to the Company and there is no assurance that actual results will meet management's expectations. Forward-looking statements and information may also be identified by such terms as "anticipates", "believes", "targets", "estimates", "plans", "expects", "may", "will", "could" or "would". While the Company considers its assumptions to be reasonable as of the date hereof, forward-looking statements and information are not guarantees of future performance and readers should not place undue importance on such statements as actual events and results may differ materially from those described herein. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking statements in this news release include without limitation, statements with respect to the anticipated use of proceeds from the Offering. All forward-looking information contained in this press release is given as of the date hereof, and is based on the opinions and estimates of management and information available to management as of the date hereof. 

These statements are based upon assumptions that are subject to significant risks and uncertainties, including risks regarding commodity prices, market conditions, availability of financing to the Company on acceptable terms, gross proceeds are used in accordance with the Tax Act, general economic factors, and the equity markets generally. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance of the Company may differ materially from those anticipated and indicated by these forward-looking statements. Any number of factors could cause actual results to differ materially from these forward-looking statements as well as future results. Although the Company believes that the expectations reflected in forward-looking statements are reasonable, they can give no assurances that the expectations of any forward-looking statements will prove to be correct. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events, or otherwise, except as may be required by applicable securities laws.

Neither the Canadian Securities Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

SOURCE Cupani Metals Corp.

View original content to download multimedia: http://www.newswire.ca/en/releases/archive/February2026/09/c7774.html

FAQ**

How does the completion of the private placement enhance Cupani Metals Corp. (CUPIF)'s financial position for the Blue Lake/Retty Lake exploration project and support future growth?

The completion of the private placement strengthens Cupani Metals Corp.'s financial position by providing essential capital for the Blue Lake/Retty Lake exploration project, thereby facilitating further development, enhancing potential resource acquisition, and positioning the company for future growth.

What specific plans does Cupani Metals Corp. (CUPIF) have for utilizing the proceeds from the private placement, and how may this impact shareholder value in the coming years?

Cupani Metals Corp. (CUPIF) plans to use the proceeds from the private placement for exploration and development activities, which could enhance resource potential and ultimately increase shareholder value over the coming years.

Considering the related party transactions involving insiders subscribing under the Offering, how does Cupani Metals Corp. (CUPIF) ensure compliance with MI 61-101 and protect minority shareholders’ interests?

Cupani Metals Corp. (CUPIF) ensures compliance with MI 61-101 and protects minority shareholders' interests by conducting proper disclosure of related party transactions, obtaining independent valuations, and seeking minority shareholder approval for the Offering.

What are the potential risks associated with the forward-looking statements regarding Cupani Metals Corp. (CUPIF)'s exploration objectives, and how does the Company plan to manage these uncertainties?

The potential risks associated with CUPIF's forward-looking statements include exploration failures, regulatory challenges, and market volatility, which the Company plans to manage through rigorous risk assessments, diversification of projects, and maintaining strong financial discipline.

**MWN-AI FAQ is based on asking OpenAI questions about Cupani Metals Corp. (OTC: CUPIF).

Cupani Metals Corp.

NASDAQ: CUPIF

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CUPIF Latest News

February 12, 2026 01:39:00 pm
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CUPIF Stock Data

$13,166,489
79,246,507
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Asset Management Services
Finance
CA
Burnaby

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