PPX Mining Closes Strategic Investment and Precious Metals Concentrate Offtake with Glencore
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NEWS RELEASE
NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES
PPX MINING CLOSES STRATEGIC INVESTMENT AND PRECIOUS METALS CONCENTRATE
OFFTAKE WITH GLENCORE
Toronto – December 8, 2025 – PPX Mining Corp. (TSXV: PPX; BVL: PPX; “ PPX ” or the “ Company ”, including
its Peruvian subsidiaries) is pleased to announce the closing of the strategic transaction with affiliates of Glencore plc
(collectively, “ Glencore ”) previously announced by the Company on October 6 , 2025. This transaction represents a
significant milestone for the advancement of the Co mpany’s Igor Project in La Libertad, Peru; and incl udes a
cornerstone equity investment (the “ Glencore Investment ”), a life-of-mine precious-metals concentrate offt ake
agreement, and provides the Company with the opportunity to access Glencore’s leading expertise and technology.
Brian Imrie, Executive Chairman of PPX Mining, comm ented: “Closing this transformational transaction w ith
Glencore marks a defining step in PPX’s evolution. With strategic financing in place, a long-term offtake secured and
with future access to Glencore’s technology, if nee ded, PPX is positioned to advance the Igor Project through plant
construction and toward production with greater tec hnical depth, commercial certainty, and financial s trength.
Glencore’s investment provides the financial capaci ty for PPX to aggressively explore the sulfide targ ets across the
entire Igor Project.”
Under the terms of the Glencore Investment, Glencor e Canada Corporation (“ Glencore Canada ”, the Canadian
affiliate of Glencore plc) subscribed for units of PPX (the “ Units ”), at a price of C$0.237 per Unit, with each Unit
consisting of one common share of the Company (a “ Common Share ”) and one Common Share purchase warrant
(a “ Warrant ”), and each Warrant exercisable for one Common Sha re at an exercise price of C$0.289 per share for a
period of 36 months following closing. As previously announced by the Company on October 6, 2025, the number of
Units issued resulted in Glencore Canada owning 9.9 9% of the outstanding Common Shares (before exercis ing the
Warrants), on a post-closing basis. Accordingly, a total of 84,056,387 Units were issued by the Compan y and
subscribed for by Glencore Canada (resulting in the issuance of the same number of Common Shares and W arrants
underlying such Units), for gross proceeds to the Company of C$19,921,363.72.
All securities issued under the private placement a re subject to a regulatory hold period of four mont hs and one day.
The Glencore Investment was conditionally approved by the TSX Venture Exchange on December 3, 2025.
A minimum of 75% of the funds will be applied to ex ploration, permitting, environmental programs, comm unity
relations, and ongoing development of the Igor sulf ide areas, aligning the Company’s operational and g rowth
objectives with the strategic support of Glencore. Up to 25% of the proceeds from the Glencore Investm ent will be
used for the construction, commissioning, and start -up working capital of the carbon-in-leach and flot ation plant
currently under construction at the Igor Project (the “ Igor Plant ”).
In connection with the Glencore Investment, the Com pany entered into an investor rights agreement with Glencore
Canada (the “ Glencore IRA ”), pursuant to which the Company granted Glencore Canada certain investor rights. Under
the Glencore IRA, for so long as Glencore Canada ow ns a minimum threshold of the outstanding Common Sh ares
(being at least 5% until the first anniversary of the Glencore IRA, and 9.99% thereafter), in each case calculated on a
non-diluted basis, it has the right (but not the ob ligation) to nominate one individual to the Company ’s board of
directors (the “ Board ”), and the Company has agreed to ensure that the size of the Board shall not exceed 10 directors.
The Company has also agreed to grant participation and top-up rights in favour of Glencore Canada, in respect of
subsequent equity offerings and certain other dilutive issuances, to enable Glencore Canada to maintain its percentage
ownership, subject to a maximum of 19.99% (calculated on a partially-diluted basis). The Company has a lso granted
Glencore Canada certain information and access rights. The Glencore IRA will terminate if, following n otice thereof
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being given by the Company, Glencore Canada’s percentage ownership of the outstanding Common Shares (calculated
in accordance with the terms of the Glencore IRA) r emains below (i) until the first anniversary of the Glencore IRA,
5% and (ii) thereafter, 9.99% (in each case calcula ted on a partially-diluted basis) for a period of 9 0 days. A copy of
the Glencore IRA will be available on the Company’s SEDAR+ profile at www.sedarplus.ca.
Concurrent with the completion of the Glencore Inve stment, Glencore Peru S.A.C. (“ Glencore Peru ”, the Peruvian
affiliate of Glencore) entered into a life-of-mine offtake agreement with Sienna Minerals S.A.C. (a subsidiary of PPX),
that grants Glencore Peru the exclusive right to purchase 100% of the precious-metals concentrates produced from the
Igor Project or processed through the Igor Plant, in each case, commencing upon the commissioning of the Igor Plant.
This offtake agreement provides PPX with a secure l ong-term sales channel through Glencore’s global ma rketing
network and includes the ability to access advance payments, competitive settlement terms, and flexibl e pricing
mechanisms designed to enhance the Company’s commer cial and financial position. Doré production from t he Igor
Project remains excluded from the offtake.
Under the terms of the binding letter of intent, PPX and Glencore have acknowledged the potential for future technical
collaboration involving Glencore’s technology. Such collaboration could include support for optimizing the
retreatment of tailings at the Igor Plant, as well as initiatives aimed at enhancing metallurgical recoveries, operational
efficiencies, and process design. Any such collabor ation, if pursued by the Company, will be further d efined and
formalized in one or more subsequent definitive agreements.
Early Warning Disclosure
On December 8, 2025, Glencore Canada, a wholly-owned indirect subsidiary of Glencore plc, acquired 84,056,387 Units
of PPX at a price of C$0.237 per Unit for gross proceeds of C$19,921,363.72 pursuant to the Glencore Investment. Each
Unit is comprised of one Common Share and one Warrant, with each Warrant entitling the holder thereof to acquire one
Common Share at an exercise price of C$0.289 per share for a period of 36 months following closing of the Glencore
Investment, subject to certain restrictions. In con nection with the Glencore Investment, Glencore Cana da also entered
into the Glencore IRA (discussed above).
Immediately prior to the Glencore Investment, Glencore Canada did not beneficially own or control any Common Shares
or other securities of the Company. After giving effect to the Glencore Investment, Glencore Canada beneficially owns
an aggregate of 84,056,387 Common Shares and 84,056,387 Warrants, representing 9.99% of the issued and outstanding
Common Shares of PPX on a non-diluted basis and 18.17% of the issued and outstanding Common Shares of PPX on a
partially-diluted basis (assuming the exercise in full of the Warrants held by Glencore Canada, in accordance with their
terms).
Glencore Canada is acquiring the Units for investme nt purposes and will continue to monitor the busine ss, prospects,
financial condition and potential capital requirements of the Company. Depending on its evaluation of these and other
factors, Glencore Canada may from time to time in the future decrease or increase its direct or indirect ownership, control
or direction over securities of the Company through market transactions, private agreements, subscriptions from treasury
or otherwise, or may in the future develop plans or intentions relating to any of the other actions listed in (a) through (k)
of Form 62-103F1 - Required Disclosure Under the Early Warning Require ments . Glencore Canada may also in the
future exercise the board rights granted to it purs uant to the Glencore IRA in order to nominate a dir ector to the
Company's board of directors.
The Company's head office is located at 82 Richmond Street East, Toronto, ON, M5C 1P1
Canada. Glencore Canada's address is 100 King Street West, Suite 6900, P.O. Box 403, Toronto, Ontario, Canada, M5X
1E3. Glencore Canada is incorporated under the laws of Ontario.
For the purposes of this press release and the earl y warning disclosure, the number and percentages of outstanding
Common Shares owned and controlled by Glencore Canada is based on 841,405,280 Common Shares outstanding as of
the date upon completion of the Glencore Investment.
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This portion of this news release is being issued pursuant to National Instrument 62-103 - The Early Warning System
and Related Take-Over Bid and Insider Reporting Issues . An early warning report in respect of the Glencore Investment
will be filed under PPX’s profile on SEDAR+ at www.sedarplus.com. Persons who wish to obtain a copy of the early
warning report to be filed by Glencore Canada in co nnection with this transaction may obtain a copy of such report
from www.sedarplus.com or by contacting Peter Fuchs at +1 416-77-1523, [email protected].
About PPX Mining Corp:
PPX Mining Corp. (TSX.V: PPX.V, BVL: PPX) is a Cana dian-based mining company with assets in northern P eru.
Igor, the Company’s 100%-owned flagship gold and silver project, is located in the prolific Northern Peru gold belt in
eastern La Libertad Department. PPX is focused on disciplined growth, responsible development, and long-term value
creation for shareholders and local stakeholders.
On behalf of the board of directors of the Company:
Brian Imrie
Executive Chaiman
82 Richmond Street East
Toronto, Ontario M5C 1P1
Canada
416-361-0737
Neither TSX Venture Exchange nor its Regulation Ser vices Provider (as that term is defined in the poli cies of
the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statement:
This press release contains forward-looking informa tion and forward-looking statements (collectively, “ forward-
looking statements ”) as such terms are defined by applicable securiti es laws, including but not limited to, statements
regarding the expected benefits to be derived by PPX as a result of the Glencore Investment (including with respect to
the potential for future technical collaboration), the expected use of proceeds from the Glencore Inve stment, and
statements regarding the construction of the Igor Plant. Forward-looking statements are statements that relate to future
events. In this context, forward-looking statements often address expected future business and financi al performance
and often contain words such as “anticipate”, “beli eve”, “plan”, “estimate”, “expect” and “intend”, or statements that
an action or event “may”, “might”, “could”, “should ” or “will” be taken or occur, or other similar expressions. Forward-
looking statements are subject to a number of known and unknown risks and uncertainties, many of which involve
factors or circumstances that are beyond the Compan y’s control, and the Company’s actual results could differ
materially from those stated or implied in forward-looking statements due to many various factors. Such uncertainties
and risks include, among others, the risk that the anticipated benefits expected to be realized by the Company resulting
from the Glencore Investment may not be realized to the extent expected (or at all); volatility and sensitivity to capital
market fluctuations; general risks inherent to mini ng operations at the Igor Project and construction activities as the
same relate to the Igor Plant; and fluctuations in metal prices. Although the Company believes that th e expectations
reflected in the forward-looking statements are rea sonable, the Company cannot guarantee that the even ts and
circumstances reflected or implied in the forward-looking statements will be achieved or occur. The timing of events
and circumstances and actual results could differ m aterially from those projected in the forward-looki ng statements.
Accordingly, one should not place undue reliance on forward-looking statements. All forward-looking st atements
contained in this press release are made as of toda y’s date, and the Company undertakes no obligation to update or
publicly revise any forward-looking statements, whe ther as a result of new information, future events or otherwise,
unless required by law.