Mr. Clayton Fisher reports

LOGICA VENTURES CORP. ANNOUNCES CONDITIONAL APPROVAL, FILING STATEMENT AND CLOSING OF BBG METALS CORP. CONCURRENT FINANCING

Logica Ventures Corp. has received conditional approval from the TSX Venture Exchange in respect of its previously announced qualifying transaction (as such term is defined in Policy 2.4, Capital Pool Companies, of the exchange) with BBG Metals Corp. pursuant to Policy 2.4.

Logica is also pleased to announce that it has filed a filing statement dated Oct. 20, 2024, prepared in connection with the transaction on Logica's SEDAR+ profile. The completion of the transaction is subject to a number of conditions, including, but not limited to, receipt of all required regulatory approvals, including final approval of the exchange and satisfaction of other customary closing conditions. Assuming all conditions are satisfied, closing of the transaction is expected to occur on or about Oct. 24, 2025, or such other date as may be determined. Upon completion of the transaction, the combined entity will continue the business of BBG Metals under the name Galactic Gold Corp. as a Tier 2 mining issuer under the symbol GGAU on the exchange.

Closing of concurrent financing

The company is also pleased to announce that BBG Metals has closed its non-brokered private placement equity financing, raising aggregate gross proceeds of $1.8-million through the issuance of 18 million subscription receipts.

Each subscription receipt will entitle the holder, without payment of any additional consideration and upon satisfaction of certain escrow release conditions (defined below), to receive one common share of BBG Metals, and each such financing share will be exchanged for a postconsolidation common share of Logica pursuant to the terms of the amalgamation agreement between Logica, BBG Metals and 1359646 B.C. Ltd. (Subco), a wholly owned subsidiary of Logica, dated June 4, 2025. For more information regarding the amalgamation agreement, please see the company's press release dated June 5, 2025.

BBG Metals paid aggregate cash finders' fees of $62,085 to the following arm's-length finders: (i) Canaccord Genuity Corp. was paid $17,550; (ii) Haywood Securities Inc. was paid $8,100; (iii) Ventum Financial Corp. was paid $33,810; and (iv) Red Cloud Securities Inc. was paid $2,625.

The aggregate gross proceeds from the sale of the subscription receipts, less the finders' fees, have been deposited into escrow and shall be released upon satisfaction of certain conditions, including the completion, satisfaction or waiver of all conditions precedent necessary for the completion of the transaction. If the escrow release conditions are not satisfied prior to Nov. 14, 2025, the escrow agent will return to the holders of subscription receipts an amount equal to the aggregate purchase price for the subscription receipts held by them and the subscription receipts will be cancelled and be of no further force or effect.

Upon completion of the transaction, up to 49,382,778 resulting issuer shares (including 18 million resulting issuer shares to be issued to the purchasers of the subscription receipts in the concurrent financing) are expected to be outstanding. Upon completion of the transaction, the resulting issuer shares issued in connection with the concurrent financing will be free trading, as such resulting issuer shares will be issued in reliance on the business combination and reorganization exemption from prospectus requirements under National Instrument 45-106, Prospectus Exemptions.

We seek Safe Harbor.