Panoro Announces Brokered LIFE Offering for Gross Proceeds of up to $20 Million
Press Release
Vancouver, BC, May 4, 2026 – Panoro Minerals Ltd. (“Panoro” or the “Company”) (TSX.V: PML), is pleased to announce that it has entered into an agreement with Clarus Securities Inc. (“Clarus” or the “Lead-Agent”), who has agreed to act as lead agent and sole bookrunner on behalf of a syndicate of agents including Red Cloud Securities Inc., Agentis Capital Markets (First Nations Financial Markets Limited Partnership) and Raymond James Ltd. (together with Clarus, the “Agents”), in connection with a marketed “best efforts” private placement offering, pursuant to Part 5A of National Instrument 45-106 – Prospectus Exemptions (“NI 45-106”) and Coordinated Blanket Order 45-935 Exemption from Certain Conditions of the Listed Issuer Financing Exemption (collectively, the “Listed Issuer Financing Exemption”) for the sale of up to 21,052,632 common shares of the Company ( “Common Shares” ) at a price of C$0.95 per Common Share (the “Offering Price”) for aggregate gross proceeds of up to approximately C$20,000,000 (the “Offering”).
In connection with the Offering, the Company will pay the Agents a cash commission of 6.0% of the gross proceeds of the Offering (the “Cash Fee”) on the closing of the Offering. In addition to the cash fee payable to the Agents, the Company shall issue to the Agents, on the closing of the Offering, compensation options (the “Compensation Options”) equal to 6.0% of the aggregate number of Common Shares sold under the Offering. The Compensation Options will entitle the Agents to purchase Common Shares at a price of $1.00 per Common Share, which may be exercised at any time and from time to time, for a period of 12 months following the closing of the Offering.
The net proceeds from the Offering will be used for exploration and development at the Cotabambas Copper-Gold-Silver Project in Peru (the “Cotabambas Project”) and for general corporate and working capital purposes.
Closing of the Offering is expected to occur on or about May 13, 2026, or such other date as the Agents and the Company may agree (the “Closing Date”). Completion of the Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange (the “TSXV”).
Subject to compliance with applicable regulatory requirements and in accordance with NI 45-106, the Common Shares will be offered for sale to purchasers in each of the provinces of Canada, except Québec, pursuant to the Listed Issuer Financing Exemption. Subject to certain exceptions, the Common Shares are expected to be immediately freely tradeable in accordance with applicable Canadian securities legislation if sold to purchasers resident in Canada. The Common Shares may also be sold in offshore jurisdictions.
There is an offering document (the “Offering Document”) related to the Offering that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at: www.panoro.com. Prospective investors should read this Offering Document before making an investment decision.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Panoro
Panoro is a Canadian mineral exploration company focused on advancing its 100% owned Cotabambas Copper, Gold and Silver Project, located in the Apurimac regions in southern Peru.
The current mineral resource estimate1 for the Cotabambas deposit (AGP, 2024) comprises the following:
- Indicated Mineral Resources of 507.3 million tonnes grading 0.33% copper, 0.20 g/t gold, 2.42 g/t silver, and 0.0021% molybdenum, with a copper equivalent grade of 0.43% CuEq; and
- Inferred Mineral Resources of 496.0 million tonnes grading 0.27% copper, 0.17 g/t gold, 2.53 g/t silver, and 0.0027% molybdenum, with a copper equivalent grade of 0.36% CuEq.
Within this resource is a higher-grade component comprising Indicated Mineral Resource totals of 129.0 million tonnes grading 0.70% Cu, 0.44 g/t Au, 4.12 g/t Ag (1.29% CuEq2, or 1.07 g/t AuEq2) containing approximately 2.0 billion pounds of copper, 1.8 million ounces of gold, and 17.1 million ounces of silver. Copper represents approximately 54% of the contained metal value, followed by gold at 41% and silver at 5%.
In addition, the Inferred Mineral Resource contains a higher-grade component of an estimated at 93.1 million tonnes grading 0.59% Cu, 0.41 g/t Au, 5.31 g/t Ag (1.17% CuEq2, or 0.97 g/t AuEq2) containing approximately 1.2 billion pounds of copper, 1.2 million ounces of gold, and 15.9 million ounces of silver. Within the Inferred category, copper accounts for approximately 51% of the contained metal value, gold 42%, and silver 7%.
Additional information regarding the Cotabambas Project can be found in the technical report dated February 26, 2024 (effective date November 20, 2023) titled “Technical Report on the Cotabambas Copper Gold Project, Panoro Minerals Limited, Apurimac, Peru” and prepared by Paul Daigle, P.Geo., Oscar Retto, MinEng and Neil Lincoln, P.Eng. of AGP Mining Consultants Inc. (the “Technical Report”), which is available on SEDAR+ at www.sedarplus.ca.
1Note: CuEq (copper equivalent) grades are set out in the Technical Report using metal prices of: US$4.25/lb Copper, US$1,850/ oz Au; US$23.00/ oz Ag and $US20.00/lb Mo.
2Note: Copper Equivalent (“CuEq”) and Gold Equivalent (“AuEq”) grades are estimated at $US4.63/lb copper, $US3,813/oz gold and $46.89/oz silver.
Qualified Person
The scientific and technical information in this news release has been reviewed and approved by Luis Vela, P.Geo., Vice President, Exploration, a “Qualified Person” under NI 43-101.
ON BEHALF OF PANORO MINERALS LTD.
Luquman Shaheen
President & CEO
For Further Information, Please Contact:
Luquman Shaheen, President & CEO
Email: info@panoro.com
Tel: 604-684-4246
Web: www.panoro.com
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