The TSX Venture Exchange has accepted filing documentation for the acquisition of 100 per cent of the issued and outstanding shares of a wholly owned subsidiary of an arm's-length party, pursuant to a share purchase agreement between the company, the vendor and the subsidiary.

Pursuant to the terms of the agreement, the company paid: (i) a non-refundable cash deposit of $500,000 paid by an entity that comprised of certain arm's-length and non-arm's-length holders (Fundco); (ii) a cash payment of $500,000 on closing; (iii) and six million shares issued to the vendor on closing, with some subject resale restrictions over a period of three years. The subsidiary indirectly holds a 100-per-cent interest in and to the Reedy Creek and Providence tenements in Victoria, Australia.

In the event that the company publishes a technical report that establishes on the property a mineral resource in any combination of a measured, indicated and inferred resource, of at least one million ounces of gold and/or gold equivalent, the company will make a cash payment of $1-million to the vendor and in the event that the company enters into commercial production of gold ore or concentrate on the property, then the company will make a cash payment of $2-million to the vendor.

The company entered into a securities exchange agreement with the Fundco and each of the securityholders of Fundco, pursuant to which, concurrent with and subject to the completion of the transaction, the company acquired 100 per cent of the issued and outstanding securities of Fundco. Fundco was established to finance the deposit. In connection with the completion of the Fundco acquisition, the company issued to the holders of Fundco securities: (i) an aggregate of 4,856,667 shares; and (ii) an aggregate of 4,856,667 warrants to acquire 4,856,667 shares, each exercisable at 25 cents per share for a period of 24 months.

A finder's fee of 850,000 shares was paid to an arm's-length finder.

For further details, please refer to the company's news releases dated Dec. 3, 2024, Feb. 13, 2025, March 12, 2025, April 11, 2025, and April 16, 2025.