Mr. Edward Yew reports
HIGHLAND CRITICAL MINERALS CORP. ANNOUNCES OPTION TO ACQUIRE MINING CLAIMS IN THE PROLIFIC RED LAKE GOLD DISTRICT, ONTARIO
Through its newly incorporated and wholly owned subsidiary Highland Red Lake Gold Corp. (the optionee), Highland Critical Minerals Corp. has entered into a property option agreement, effective July 10, 2025, with a third party (the optionor). Under the option agreement, the optionor has granted the optionee the exclusive right to earn a 100-per-cent interest in mining claims on a property comprising approximately 3,366 hectares (the initial option), as well as a secondary option to earn a 100-per-cent interest in an adjacent 3,090-hectare property (the second option). The properties are prospective for greenstone extensions along a deep-tapping regional structure located in the northwestern extension of the prolific Red Lake gold camp (the properties). The options are subject to consideration and work commitments as set out in the option agreement.
Option terms
In accordance with the terms of the option agreement, the optionee can earn a 100-per-cent interest in each of the properties, subject to underlying 2.0-per-cent net smelter return (NSR) royalties on either one of the properties if the optionee exercises either one of the options. As well, after the exercise of either one of the options and prior to the commencement of commercial production in respect of any of the properties, the optionee will have the right to repurchase half of the NSR royalty from the optionor for $800,000 and thereby reduce the rate of the royalty payable from 2.0 per cent to 1.0 per cent.
As consideration for the grant of the options, the optionee shall pay the optionor the following cash payments:
- The sum of $7,500 payable within five days of the effective date (the initial cash payment);
- The sum of $5,000 payable within five days of receipt by the optionee as consideration for a recommended exploration and development report written by the optionor.
To exercise either one of the options, the optionee must make the following cash payments to the optionor:
- $80,000 to be paid within 15 months from effective date, of which, and at the election of the optionee, up to 25 per cent of such payment may be made in the form of Class A voting common shares in the capital of the optionee;
- $80,000 to be paid within 24 months from effective date, of which, and at the election of the optionee, up to 25 per cent of such payment may be made in the form of Class A shares.
If the optionee pays the payments to the optionor in the form of both cash and Class A shares, then:
- If the Class A shares are then listed on the Canadian Securities Exchange, then the price per Class A share will be determined with the number of Class A share being based on a per-share deemed issue price equal to the 15-day volume-weighted average price of the shares for the period of any 20 consecutive trading days on the CSE ending on the date that is two business days prior to the date of issuance of the additional Class A shares, subject to a minimum price equal to the lowest price permitted by the CSE;
- If the Class A shares are not then listed on the CSE, then the price per share will be determined based on the issue price in the optionee's most recent financing of Class A shares.
Further, the optionee shall perform a minimum of $60,000 of qualifying expenditures (as that term is described by the applicable securities regulators) on the property described in Schedule A of the option agreement on or before Jan. 21, 2026. In the event that the entire initial work commitment is not expended by Jan. 21, 2026, the difference between the actual spend and the $60,000 will be owed to the optionor by the optionee and the applicable option will then terminate.
The second option is exercisable any time within 24 months of the effective date, subject to the reservation of the NSR royalty.
Major crustal structures projected to surface on Highland ground add discovery potential
In February, 2021, the Ontario Geological Survey (OGS) highlighted the northern extension of the Red Lake greenstone belt in its annual Recommendations for Exploration publication. In that report, the OGS drew attention to the interpretations of seismic profile data. Collectively, these references identify two major crustal features, referred to as E1 and E2. According to the OGS, similar structures farther south are spatially associated with the Red Lake mine trend and the LP fault at the Dixie project, formerly held by Great Bear Resources (now Kinross Gold Corp.), respectively. E1 and E2 may represent major deep-tapping crustal features that act as regionally significant controls on mineralizing systems within the district.
Ted Yew, chief executive office rof Highland, stated: "The identification of both the location and significance of major crustal features by the OGS and others in this northern extension of the belt highlights the exploration potential of the region. As several third parties independent studies have pointed out, similar structures occur close to major gold deposits in the Red Lake mine trend. This option gives Highland a strategic land position in what may represent a new frontier for gold exploration in the Red Lake district, offering exposure to the underexplored E1 and E2 structural corridor."
About Highland Critical Minerals Corp.
Highland is a mineral exploration and development company. Its activities consist of acquiring and exploring, mining properties to enhance shareholder value as it proceeds with the exploration work on the Church property among other mining properties it may acquire and develop.
Qualified person
The scientific and technical information in this news release has been reviewed and approved by Mark Richardson, PGeo, who is a qualified person as defined by National Instrument 43-101, Standards of Disclosure for Mineral Projects. Mr. Richardson is an independent consultant to Highland Critical Minerals.
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