Greenstone Resources II LP, along with affiliates Greenstone Excelsior Holdings LP, Greenstone Co-Investment No 1 (Excelsior) LP and Greenstone Co-Investment No 2 (Excelsior) LP, completed the first closing of a secondary private placement of Gunnison Copper Corp. shares. The group, known as the Greenstone Group, offloaded 113,607,200 common shares at C$0.45 apiece. That generated gross proceeds of C$51,123,240 before commissions and expenses paid to Model Capital Inc.

Share purchase agreements bind the Greenstone Group, Model and the buyers. In Canada, the shares face a four-month-and-one-day hold period under securities laws, starting from the closing date. U.S. buyers received restricted securities. Resale requires compliance with Rule 144A or another exemption under the Securities Act, or offshore sales via Regulation S.

This initial tranche forms part of a best-efforts offering of up to 143,208,937 Gunnison shares. Before the closing, the Greenstone Group controlled all those shares, equal to 33.9% of Gunnison’s issued shares. Debentures and options held by the group sat outside this figure.

Post-sale, the group’s direct holdings dropped to 29,601,737 shares, or 7.0% of Gunnison’s outstanding shares. That marks a reduction of 26.9 percentage points from prior levels. On a fully diluted basis, things shifted sharply too. Prior conversion of their 31,338,245-share debentures and exercise of 925,000 vested options would have given the group 175,472,182 shares, or 38.6% ownership. Now, with the same assumptions, they hold 61,864,982 shares, or 13.6%—a 25-point drop.

A second closing looms. The Greenstone Group and Model expect to sell the remaining 29,601,737 shares around March 10, 2026, under identical terms. Market conditions and other factors could influence future moves. The group might buy, sell or hold Gunnison securities as opportunities arise.

An early warning report detailing the initial closing will hit SEDAR+ under Gunnison’s profile at www.sedarplus.ca. Securities commissions will receive copies too. Interested parties can reach Gary Mauger at [email protected] or +44 1481 749 700 for the document.

Greenstone Resources II LP operates from PO Box 656, East Wing, Trafalgar Court, Les Banques, St Peter Port, Guernsey, GY1 3PP. Gunnison Copper Corp. lists its address as Concord Place, 300-2999 North 44th Street, Phoenix, AZ 85018.

The transaction stays clear of U.S. distribution. Securities mentioned lack registration under the U.S. Securities Act of 1933. No public offering targets the United States.