The TSX Venture Exchange has accepted for filing documentation with respect to the arm's-length disposition of up to an 80.0-per-cent interest of the mineral claims referred to as the PIL property. Pursuant to the terms of the earn-in agreement, the company will receive an aggregate of $3-million (Canadian) cash within six years from the purchaser. The purchaser is also required to finance exploration expenditures in an aggregate amount of $25-million (Canadian) within six years in order to complete the earn-in on the property. The property consists of 50 mineral claims, located in the Toodoggone district of Northern British Columbia. Once the earn-in has been completed, the company and the purchaser will form a joint venture (JV). In the event that any party dilutes to below a 10.0-per-cent interest in the JV, the JV interest will be exchanged for a 1.0-per-cent net smelter return (NSR) royalty, which is subject to a 0.50-per-cent buyback for $2-million (U.S.).

The property is subject to an existing 3.0-per-cent NSR royalty held by Electrum Resource Corp., which is a non-arm's-length party. The company and Electrum have agreed that upon exercise of the earn-in, the buyback right will be amended to 2.0 per cent, from its current 1.5 per cent, for a cash payment by the royalty payor to be divided equally between Electrum and the company in the following amount: (a) $10-million (U.S.) on or before the date that is 60 days following an initial prefeasibility study as defined in National Instrument 43-101; or (b) $15-million (U.S.) on or before the date that is 60 days following an initial feasibility study as defined in NI 43-101; or (c) $20-million (U.S.) on or after commercial production on the property. Subject to the exercise of the earn-in, Electrum and the company have also agreed to extinguish a one-million-share issuance obligation owing to Electrum from the company prior to or on a production decision.

No finder's fee was paid.

For further details, please refer to the company's news releases dated April 17, 2025, and May 2, 2025.