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DENARIUS METALS ANNOUNCES DETAILS FOR THE JANUARY 31, 2026 INTEREST PAYMENTS ON ITS CONVERTIBLE UNSECURED DEBENTURES AND THE FIRST GOLD PREMIUM PAYMENTS ON ITS 2023 DEBENTURES

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Denarius Metals (OTCQX: DNRSF) announced share settlements for interest due Jan 31, 2026 on its 2023 and 2024 convertible debentures and the first quarterly gold premium on its 2023 debentures.

The company will issue 487,985 shares for monthly interest and 8,645,816 shares for gold premiums on Feb 2, 2026, based on CA$0.70/share. Gold premium gross amount: CA$6,076,537. Issuances subject to Cboe Canada acceptance.

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Positive

  • Issued shares conserve CA$6,076,537 cash by settling gold premiums in stock
  • Monthly interest of CA$341,589 settled via 487,985 shares, preserving cash flow
  • Gold premium rate set at 30.556% for the Jan 31, 2026 quarterly payment

Negative

  • Total share issuance of 9,133,801 shares may dilute existing shareholders
  • Net gold premium shares reduced by non-resident withholding taxes payable in cash
  • Issuance is conditional on Cboe Canada acceptance, creating execution risk

TORONTO, Jan. 29, 2026 /PRNewswire/ - Denarius Metals Corp. (Cboe CA: DMET) (OTCQX: DNRSF) ("Denarius Metals" or the "Company") announced today the details for the forthcoming monthly interest payments due on January 31, 2026 on its convertible unsecured debentures due October 19, 2029 (the "2023 Debentures") and May 30, 2030 (the "2024 Debentures") and the first quarterly gold premiums due on January 31, 2026 on its 2023 Debentures.

Monthly Interest Payments

The table below summarizes the details for the shares to be issued on February 2, 2026 to holders of the 2023 Debentures and the 2024 Debentures in settlement of the monthly interest due on that date:


Principal Amount of
Debentures (1)

(CA$)

 Interest

 

(CA$)

Number of

Shares to

be Issued (2)

Number of Shares
per CA$1.00 of
Principal






2023 Debentures

19,886,560

198,866

284,094

0.014286

2024 Debentures

14,272,314

142,723

203,891

0.014286






Total

34,158,874

341,589

487,985


(1)

Issued and outstanding as of January 28, 2026.

(2)

Based on the closing price of the common shares on Cboe Canada of CA$0.70 per share on January 16, 2026, the Monthly Measurement Date pursuant to the Third Supplemental Indentures for the 2023 Debentures and the 2024 Debentures.

Mr. Serafino Iacono (Executive Chairman), Mr. Federico Restrepo-Solano (Director and CEO), Mr. Michael Davies (Chief Financial Officer) and Ms. Amanda Fullerton (General Counsel and Secretary) (collectively, the "Insiders") will receive an aggregate of 124,967 common shares in settlement of the interest payable on their respective holdings of 2023 Debentures and 2024 Debentures.

Gold Premiums on 2023 Debentures

Commencing January 31, 2026, the Company will pay a quarterly gold premium on its 2023 Debentures when the London P.M. Fix exceeds the floor price of US$1,800 per ounce on the Quarterly Measurement Date. As the London P.M. Fix exceeded the maximum of US$4,000 per ounce on January 16, 2026, the gold premium rate for the quarterly gold premium payment due on January 31, 2026 is 30.556%, resulting in a gross amount of gold premiums payable of CA$6,076,537. After the deduction of certain non-resident withholding taxes payable by the Company in cash, the Company is issuing a total of 8,645,816 common shares on February 2, 2026 to holders of the 2023 Debentures, in settlement of the net amount of gold premiums payable, based on the closing price of the common shares on Cboe Canada of CA$0.70 per share on January 16, 2026. Non-resident holders of the 2023 Debentures will be subject to the withholding of income taxes on their gold premiums by their respective financial institutions at prescribed rates in Canada. Insiders of the Company will receive an aggregate of 889,225 common shares in settlement of the gold premiums payable on their respective holdings of 2023 Debentures.

The issuance of the common shares in settlement of the interest payable on the 2023 Debentures and the 2024 Debentures and the gold premiums on the 2023 Debentures, all due as of January 31, 2026, is subject to the acceptance of Cboe Canada.

About Denarius Metals

Denarius Metals is a Canadian junior company engaged in the acquisition, exploration, development and eventual operation of precious metals and polymetallic mining projects in high-grade districts in Colombia and Spain. Denarius Metals is listed on Cboe Canada where it trades under the symbol "DMET". The Company also trades on the OTCQX Market in the United States under the symbol "DNRSF".

In Colombia, Denarius Metals is producing gold and silver in an "early production" phase at its 100%-owned Zancudo Project while it completes construction a 1,000 tonnes per day processing plant that is expected to start producing high-grade gold-silver concentrates by the third quarter of 2026. The Zancudo Project is a high-grade gold-silver deposit, which includes the historic producing Independencia mine, and is located in the Cauca Belt, about 30 km southwest of Medellin.

In Spain, Denarius Metals has interests in three projects focused on in-demand critical minerals. The Company owns a 22.1% interest in Rio Narcea Recursos, S.L. and is the operator of its Aguablanca Project, which has been recognized by the EU as a Strategic Project. The Aguablanca Project comprises a turnkey 5,000 tonnes per day processing plant and the rights to exploit the historic producing Aguablanca nickel-copper mine, located in Monesterio, Extremadura. Denarius Metals also owns a 100% interest in the Lomero Project, a polymetallic deposit located on the Spanish side of the prolific copper rich Iberian Pyrite Belt, approximately 88 km southwest of the Aguablanca Project, and a 100% interest in the Toral Project, a high-grade zinc-lead-silver deposit located in the Leon Province, Northern Spain.

Additional information on Denarius Metals can be found on its website at www.denariusmetals.com and by reviewing its profile on SEDAR+ at www.sedarplus.ca.

Cautionary Statement on Forward-Looking Information

This news release contains "forward-looking information", which may include, but is not limited to, statements with respect to anticipated business plans or strategies, including Cboe Canada final acceptance of the share issuance and tax withholdings. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Denarius Metals to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Factors that could cause actual results to differ materially from those anticipated in these forward-looking statements are described under the caption "Risk Factors" in the Company's Annual Information Form dated March 31, 2025 which is available for view on SEDAR+ at www.sedarplus.ca. Forward-looking statements contained herein are made as of the date of this press release and Denarius Metals disclaims, other than as required by law, any obligation to update any forward-looking statements whether as a result of new information, results, future events, circumstances, or if management's estimates or opinions should change, or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements.

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SOURCE Denarius Metals Corp.

FAQ

How many shares will Denarius Metals (DNRSF) issue for the Jan 31, 2026 interest payments?

Denarius Metals will issue 487,985 shares in settlement of monthly interest due Jan 31, 2026. According to the company, that total covers interest on both the 2023 and 2024 debentures and is based on a CA$0.70 per share pricing date.

What gold premium did DNRSF apply for the Jan 31, 2026 payment and how much is payable?

The applicable gold premium rate is 30.556%, producing a gross payable of CA$6,076,537. According to the company, the rate triggered because the London P.M. Fix exceeded the US$4,000 cap on the Quarterly Measurement Date.

How many shares will DNRSF issue for the Jan 31, 2026 gold premium settlement and when?

Denarius Metals will issue 8,645,816 common shares on Feb 2, 2026 to settle net gold premiums. According to the company, this net issuance reflects deductions for withholding taxes and uses CA$0.70 per share as the measurement price.

Will Denarius Metals insiders receive shares as part of the Jan 31, 2026 settlements (DNRSF)?

Yes — company insiders will receive shares in both settlements: 124,967 shares for interest and 889,225 shares for gold premiums. According to the company, these amounts reflect insiders' respective holdings of the 2023 and 2024 debentures.

Are the share issuances for DNRSF final or subject to approval and taxes?

The issuances are subject to Cboe Canada acceptance and non-resident withholding taxes apply. According to the company, withholding taxes reduce net gold premium payouts and certain taxes will be paid in cash by the company.
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