Luca Mining Corp. ("Luca") (TSXV: LUCA) entered into a definitive share purchase agreement dated September 21, 2026 with Capstone Copper Corp. ("Capstone") (TSX: CS) to acquire 100 percent of the Cozamin copper-silver-zinc-lead mine in Zacatecas, Mexico, held through a Mexican subsidiary of Capstone. Luca will pay total upfront consideration of $290 million plus up to an additional $95 million in deferred and contingent consideration. Capstone describes the deal as worth up to $385 million in total consideration and states the transaction is not subject to shareholder approval or financing conditions. Upfront consideration comprises a $275 million cash payment at closing and $15 million in Luca common shares, with $35 million in deferred consideration due on the first anniversary of closing and up to $60 million in copper-price-linked contingent payments through 2029. Luca is funding the cash portion through a $300 million financing package: a $110 million bought-deal private placement of subscription receipts led by National Bank of Canada Capital Markets with a Trafigura equity backstop, a $40 million concurrent private placement with Wheaton Precious Metals and Taurus Mining Finance Fund, a $125 million senior secured acquisition facility from Taurus and Macquarie, and a $25 million capped silver stream from Wheaton. Closing is expected in the fourth quarter of 2026, subject to customary conditions and regulatory approvals including Mexican antitrust clearance and stock exchange approvals.