Expands Vizsla Copper’s Alaska portfolio
Establishes Agnico Eagle as a significant shareholder
Vancouver, British Columbia, September 8, 2026 – Vizsla Copper Corp. (TSX.V: VCU, OTCQB: VCUFF) (“Vizsla Copper” or the “Company”) is pleased to announce that it has entered into a securities and asset purchase agreement dated September 8, 2026 (the “Purchase Agreement”) with Agnico Eagle (USA) Limited (“Agnico USA”), a wholly-owned subsidiary of Agnico Eagle Mines Limited (“Agnico Eagle”, and together with Agnico USA, “Agnico”), and Vizsla Copper US Acquisitions LLC, a wholly-owned subsidiary of the Company, pursuant to which Vizsla Copper has agreed to acquire a 100% interest in the Delta base and precious metal project (“Delta”) and the Helm Bay gold project (“Helm Bay”), expanding the Company’s Alaska portfolio (the “Transaction”).
Property Highlights
- Delta is a volcanogenic massive sulphide (“VMS”) project near the Alaska Highway in central Alaska. Delta hosts multiple known VMS lenses and a historical inferred mineral resource estimate (the “Historical Resource Estimate”) of 15.4 Mt averaging 0.6% Cu, 1.6% Pb, 3.8% Zn, 62 g/t Ag and 1.7 g/t Au(1). Multiple lenses appear to be open for expansion. The project hosts several kilometres of electromagnetic conductors that have not been drill-tested. A qualified person has not done sufficient work to classify the Historical Resource Estimate as a current mineral resource, and Vizsla Copper is not treating the Historical Resource Estimate as a current mineral resource.
- Helm Bay is an orogenic gold project near tidewater in southeast Alaska. Previous exploration has identified multiple gold-bearing quartz veins across the project, including high-grade veins associated with a small amount of historical production.
Transaction Highlights
- Vizsla Copper expands its Alaska portfolio. The Transaction adds two 100%-owned projects to the Company’s Alaska portfolio alongside the Palmer VMS Project, creating a broader pipeline of base and precious metals projects. The Company will leverage its established Alaska-based technical, environmental, and permitting teams across the expanded portfolio.
- Agnico Eagle as significant shareholder. On closing of the Transaction, Agnico Eagle is expected to hold approximately 19.99% of the issued and outstanding common shares of Vizsla Copper (“Common Shares”). Following closing of the Transaction, Vizsla Copper will seek Shareholder Approval (as defined below) to approve the issuance of the Deferred Consideration (as defined below), which would result in Agnico Eagle holding approximately 22.0% of the issued and outstanding Common Shares. In addition, Agnico Eagle will be issued Warrants (as defined below) permitting it to acquire up to an additional 3,041,480 Common Shares, subject to the terms of the Warrants, which will provide that Agnico Eagle cannot exercise any Warrants to acquire Common Shares if such acquisition would result in it having beneficial ownership or control of 19.99% or more of the issued and outstanding Common Shares at the time of exercise.
Craig Parry, Chief Executive Officer and Chairman of Vizsla Copper, stated: “This transaction represents an important step in advancing Vizsla Copper. Delta and Helm Bay add two new assets to our portfolio and expand our presence in Alaska and the U.S., where domestic sources of critical minerals remain a strategic focus. Delta is expected to become an important project in our portfolio given its historical resource estimate, multiple mineralized lenses and broader district-scale exploration potential. We are also pleased to welcome Agnico Eagle as our largest shareholder. With a strong treasury and four drills actively turning, we expect continued exploration updates for the remainder of 2026, including assays from the high-grade Palmer project and our portfolio of British Columbia projects.”
Transaction Details
The Transaction will be completed through: (a) the acquisition of all of the issued and outstanding membership interests of Delta Project LLC, a Delaware limited liability company and a wholly-owned indirect subsidiary of Agnico Eagle that holds the 249 State of Alaska mining claims comprising Delta; and (b) the acquisition of the assets comprising Helm Bay, including 33 State of Alaska mining claims and 642 unpatented federal mining claims. On closing of the Transaction, Vizsla Copper will hold a 100% interest in each of the Delta and Helm Bay projects, subject to the royalties described below.
Pursuant to the Purchase Agreement, the aggregate consideration to be provided by Vizsla Copper to Agnico Eagle in connection with the Transaction consists of:
- Initial Consideration Shares – 22,523,283 Common Shares (the “Initial Consideration Shares”), representing approximately 19.99% of the issued and outstanding Common Shares as at the date of the Purchase Agreement, to be issued to Agnico Eagle at closing;
- Deferred Consideration Shares – 2,903,490 Common Shares (the “Deferred Consideration Shares” and, together with the Initial Consideration Shares, the “Consideration Shares”), to be issued to Agnico Eagle following receipt of Shareholder Approval (as described in greater under “Shareholder Approval” below);
- Warrants – 3,041,480 Common Share purchase warrants (the “Warrants”), each exercisable to acquire one Common Share at an exercise price of C$1.95 per Common Share for a period of two years from the date of issuance; and
- Royalties – a 2.0% net smelter return royalty on Delta and a 3.0% net smelter return royalty on Helm Bay (together, the “NSRs”), to be granted to Agnico USA at closing pursuant to separate royalty agreements. Vizsla Copper will have the right to purchase 50% of each of the NSRs at any time for C$5,000,000.
The Consideration Shares will be issued at a deemed price of C$1.26 per Common Share for an aggregate value of approximately C$32,037,734.
The Consideration Shares and the Warrants will be subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable Canadian securities laws. In addition, Agnico Eagle has agreed not to sell, transfer or otherwise dispose of the Consideration Shares and the Warrants for a period of one year from the closing date, subject to customary exceptions including transfers to affiliates and dispositions in connection with change of control transactions.
Vizsla Copper is not aware of any material debts or liabilities being acquired in connection with the Transaction. Agnico is at arm’s length to Vizsla Copper. The Transaction was negotiated on an arm’s length basis.
The Transaction constitutes a “Reviewable Transaction” under Policy 5.3 – Acquisitions and Dispositions of Non-Cash Assets of the TSX Venture Exchange (the “TSXV”), as the Consideration Shares to be issued to Agnico Eagle will result in Agnico Eagle becoming an Insider of Vizsla Copper.
Contingent Consideration
Vizsla Copper also agreed to make the following milestone payments to Agnico USA in respect of Delta (each of which may be satisfied, at the Company’s election, in cash or in Common Shares, subject to certain limitations set out in the Purchase Agreement):
- C$5,000,000, upon Vizsla Copper publicly disclosing a mineral resource estimate for Delta indicating an aggregate mineral resource of at least 300,000 copper equivalent tonnes of metal;
- C$5,000,000, upon completion by Vizsla Copper of a feasibility study for Delta; and
- C$10,000,000, upon Delta achieving commercial production.
Where a milestone payment is satisfied in Common Shares, the number of Common Shares issuable will be determined by reference to the 20-day volume-weighted average trading price of the Common Shares at the relevant time, subject to a floor price of C$1.26 per Common Share. Any milestone payment that would result in Agnico Eagle having beneficial ownership of, or exercising control or direction over, 20% or more of the issued and outstanding Common Shares, or that cannot be satisfied in Common Shares because the required acceptance of the TSXV has not been obtained, will be satisfied in cash.
Investor Rights Agreement
On closing of the Transaction, Vizsla Copper and Agnico Eagle will enter into an investor rights agreement pursuant to which Agnico Eagle will be granted certain rights, provided that it maintains certain ownership thresholds in the Common Shares, including: (i) the right to nominate one person (and in the case of an increase in the size of the Company’s board of directors to eight or more directors, two persons) to the Company’s board of directors; (ii) the right to participate in certain equity offerings and dilutive issuances in order to maintain or acquire up to the greater of Agnico Eagle’s then-current ownership interest and an ownership interest of 19.9% (on a partially-diluted basis) in the Company; and (iii) demand and piggy-back registration rights in respect of certain offerings.
Post-Closing Financing Commitment
Agnico has agreed to participate in the first equity financing completed by Vizsla Copper following the date of the Purchase Agreement (the “Post-Closing Financing”), in an amount not to exceed the lesser of (a) C$5,000,000, and (b) 10% of the aggregate gross proceeds of the Post-Closing Financing. Agnico’s participation in the Post-Closing Financing is conditional on the Post-Closing Financing having a minimum aggregate offering size of C$30,000,000, and it being completed on or before December 31, 2026.
Shareholder Approval
The Initial Consideration Shares will represent approximately 19.99% of the issued and outstanding Common Shares at closing. The issuance of the Deferred Consideration Shares, which are expected to result in Agnico Eagle holding approximately 22.0% of the issued and outstanding Common Shares on a post-Transaction basis, will require the approval of disinterested shareholders of the Company (“Shareholder Approval”). The Company has agreed to seek Shareholder Approval at its next annual and special meeting of shareholders, expected to be held on November 18, 2026. If all or any portion of the Deferred Consideration Shares can be issued without Agnico Eagle having beneficial ownership or control of 20% or more of the issued and outstanding Common Shares, then such Deferred Consideration Shares may be issued without obtaining Shareholder Approval.
If the Deferred Consideration Shares have not been issued by January 31, 2027, Vizsla Copper will instead be required to issue to Agnico a non-interest-bearing promissory note in a principal amount equal to the cash equivalent value of the unissued Deferred Consideration Shares, which amount will become payable in full 18 months following issuance, and will be prepayable at any time without penalty.
Conditions and Timing
Closing of the Transaction is subject to the satisfaction or waiver, as applicable of the conditions to closing set out in the Purchase Agreement, including approval from the TSXV. Closing is expected to occur in the fourth quarter of 2026. There can be no assurance that the Transaction will be completed as proposed, or at all.
There are no finder’s fees payable in connection with the Transaction.
Information Concerning the Properties
Delta is a large polymetallic volcanogenic massive sulphide (VMS) project in Central Alaska (Figure 1). The underexplored land package consists of 249 state mining claims totalling 16,123 hectares, located 60 kilometres southwest of Tok, Alaska. Several massive sulphide lenses discovered by previous operators comprise the Historical Resource Estimate of 15.4 Mt averaging 0.6% Cu, 1.6% Pb, 3.8% Zn, 62 g/t Ag and 1.7 g/t Au(1). Multiple lenses are still open for expansion, and the project hosts several kilometres of electromagnetic conductors that have not been drill tested. Electromagnetic conductors are not, on their own, indicative of the presence of a mineral deposit. A qualified person has not done sufficient work to classify the Historical Resource Estimate as a current mineral resource, and Vizsla Copper is not treating the Historical Resource Estimate as a current mineral resource.
Helm Bay is an orogenic gold project near tidewater in southeast Alaska, 35 kilometres north of Ketchikan. A total of 17 historical occurrences have been documented on the property with over 10 kilometres of quartz vein strike length. A small amount of historical (pre-WWII) production from the Upper and Lower Gold Standard mines totalled less than 10,000 ounces of gold(2). Historical sampling of these veins averaged 10.4 g/t Au and 11.2 g/t Au in the Lower Gold Standard and Upper Gold Standard workings, respectively(2).
Advisors
Cassels Brock & Blackwell LLP is acting as legal counsel to Vizsla Copper, and Davies Ward Phillips & Vineberg LLP is acting as legal counsel to Agnico.
Qualified Person
The scientific and technical information contained in this news release has been reviewed and approved by Peter Mercer, P.Geo., Senior Vice President, Alaska for Vizsla Copper, who is a “qualified person” as defined in National Instrument 43-101 – Standards of Disclosure for Mineral Projects. Mr. Mercer has reviewed the historical reports but has not visited the properties, re-sampled or twinned historical drill holes, or independently verified the historical assay results.
Technical Disclosure
Some technical information contained in this news release is historical in nature and has been compiled from public sources believed to be accurate. The historical technical information has not been independently verified by the Company’s qualified person, subject to the limitations described under “Qualified Person” above.
The Historical Resource Estimate is considered historical in nature and as such is based on prior data and reports prepared by previous property owners. The reader is cautioned not to treat it, or any part of it, as a current mineral resource. The Company has determined the Historical Resource Estimate is relevant because it demonstrates the mineral potential of the Delta Project. A qualified person has not done sufficient work to classify the Historical Resource Estimate as a current resource and Vizsla Copper is not treating the Historical Resource Estimate as a current resource. Significant data compilation, re-drilling, re-sampling, data verification and a site visit may be required by a qualified person before the Historical Resource Estimate can be classified as a current resource. There can be no assurance that any of the Historical Resource Estimate, in whole or in part, will ever become economically viable. In addition, mineral resources are not mineral reserves and do not have demonstrated economic viability.
The Historical Resource Estimate was estimated with a polygonal method above an in-situ metal value cutoff of $US80/ton and a minimum true thickness of 8 feet. Metal prices used to calculate the in-situ metal value were Cu: US$2.00/lb, Pb: US$0.50/lb, Zn: US$1.00/lb, Ag: US$10/oz, Au: US$550/oz.
SOURCES
(1) Schaefer, C.F., and Dashevsky, S.S., “Technical Report and Exploration Recommendations On the Delta VMS Property”, prepared for Rhyolite Resources Ltd., and Grayd Resource Corporation with an effective date of May 17, 2006, and filed on SEDAR on August 14, 2006.
(2) Maas, K.M., Bittenbender, P.E., and Still, J.C., (1995), Mineral Investigations in the Ketchikan Mining District, Southeastern Alaska: U.S. Bureau of Mines Open-File Report 11-95.
ABOUT VIZSLA COPPER
Vizsla Copper is a Cu-Au-Mo focused mineral exploration and development company headquartered in Vancouver, Canada. The Company is primarily focused on its Palmer VMS project in Southeast Alaska, and its Poplar and Woodjam porphyry-related projects in Central and Southern British Columbia. All of the Company’s projects are well situated amongst significant infrastructure. The Company’s growth strategy is focused on the exploration and development of the properties within its portfolio in addition to value accretive acquisitions. Vizsla Copper's vision is to be a responsible copper explorer and developer in the stable mining jurisdictions of Alaska and British Columbia, and it is committed to socially responsible exploration and development, working safely, ethically and with integrity.
Vizsla Copper is a spin-out of Vizsla Silver and is backed by Inventa Capital Corp., a premier investment group founded in 2017 with the goal of discovering and funding opportunities in the resource sector. Additional information about the Company is available on SEDAR+ (www.sedarplus.ca) and the Company’s website (www.vizslacopper.com).
CONTACT INFORMATION
For more information and to sign-up to the mailing list, please contact:
Craig Parry, Chief Executive Officer and Chairman
Tel: (604) 364-2215 | Email: info@vizslacopper.com