Mr. Mario Stifano reports
GALANTAS GOLD PROVIDES UPDATE ON ACQUISITION OF RDL MINING CORP. AND BROKERED FINANCING
Galantas Gold Corp. has provided an update with respect to its previously announced acquisition of all of the issued and outstanding shares of RDL Mining Corp. and its previously announced private placement of units of the company, for eight cents per unit, led by Canaccord Genuity Corp. and Haywood Securities Inc.
The company is working diligently to satisfy remaining closing conditions, including obtaining approval of the transaction from the TSX Venture Exchange, and both the offering and the transaction are expected to be completed during 2025. Trading in the common shares of Galantas is currently halted in accordance with TSX-V Policy 5.3.
Clarification of the RDL option
Once the transaction is completed, Galantas (indirectly through RDL) will hold an option to acquire a 100-per-cent interest in the Indiana gold/copper project located in Chile. In order to exercise the option, RDL must make payments totalling $15-million (U.S.) to Mineria Indiana Ltd., the current owner of the Indiana project, over a period of five years, with the first payment of $500,000 (U.S.) paid in the fourth quarter of 2025. The remaining payments consist of $1-million (U.S.) in years one and two, $2-million (U.S.) in years three and four, and a final payment of $8.5-million (U.S.) in year five.
Until RDL has exercised the option, RDL will lease the Indiana project from Indiana Ltd. in exchange for payments as follows:
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If the Indiana project is in production, the monthly payment is equivalent to 10 per cent of the net sales of minerals from the mining concessions.
- If the Indiana project is not in production, the monthly payment based on net sales will not be paid, and the minimum payment below will be paid.
- On an annual basis, the minimum payment required is 25 per cent of the option payment due for that year, and the maximum payment required is 50 per cent of the option payment due for that year.
- If the Indiana project is not in production, minimum payments will still be payable on an annual basis. As soon as the option payments are paid in full, RDL will no longer need to make any lease payments.
Such payments are made in exchange for access to the Indiana project and are not credited as option payments.
Historical mineral resources
The company would like to clarify and restate certain technical information previously provided in respect of the 2013 technical report (as defined below), which was included in the company's press release dated Nov. 13, 2025.
A historical inferred mineral resource estimate for the Indiana project outlines approximately 714,600 ounces of gold equivalent (AuEq), consisting of approximately 4,546,300 tonnes, averaging 4.89 parts per million (ppm) AuEq, supported by a technical report (the 2013 technical report) prepared for Minera Activa SpA in accordance with National Instrument 43-101 -- Standards of Disclosure for Mineral Projects.
The historical inferred mineral resource estimate for the Indiana project is contained in the attached table.
The attached table presents the inferred mineral resource estimate in terms of equivalent gold grade.
The company considers the historical estimate to be relevant as it provides an indication of the mineral potential of the Indiana project. However, a qualified person of Galantas has not done sufficient work to classify this historical estimate as current mineral resources or mineral reserves, and Galantas is not treating this historical estimate as current mineral resources or mineral reserves. Galantas has not verified this information and is not relying on it. To verify the historical estimate, Galantas will need to prepare an updated mineral resource estimate and NI 43-101 technical report with respect to the Indiana project. Galantas is currently preparing the new technical report and intends to file it on SEDAR+ upon the completion of the transaction in accordance with the policies of the TSX-V and applicable securities laws.
Since the date of the 2013 technical report, additional exploration has been conducted on the Indiana project. Approximately 1,500 metres of exploitation and exploration drifts have been excavated, mapped and sampled. In addition, approximately 960 meters of core was drilled in 2020.
Offering update
The company intends to rely on the part and parcel pricing exception provided for in the corporate finance policies of the TSX-V in relation to gross proceeds raised that are specifically allocated and necessary for the transaction, being $10-million. The offering price for any non-transaction funds raised under the offering may need to be adjusted after the common shares resume trading, and therefore closing of the offering relating to any non-transaction funds will occur at least two business days after the common shares resume trading. Any adjustments to all or a portion of the offering will require the approval of the TSX-V and will be announced via a subsequent press release.
Qualified person
Scientific and technical disclosures in this news release have been reviewed and approved by Gavin Berkenheger, who is considered, by virtue of his education, experience and professional association, a qualified person and independent under the terms of NI 43-101.
About Galantas Gold Corp.
Galantas Gold is a Canadian public company that trades on the TSX Venture Exchange and the London Stock Exchange AIM (Alternative Investment Market), both under the symbol GAL. It also trades on the OTCQB exchange under the symbol GALKF. The company's strategy is to create shareholder value by expanding gold production and resources at the Omagh project in Northern Ireland, and exploring the Gairloch project hosting the Kerry Road gold-bearing VMS (volcanogenic massive sulphide) deposit in Scotland.
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