(via TheNewswire)
June 9 , 2026 – TheNewswire - Vancouver, British Columbia – Lake Winn Resources Corp. (TSXV: LWR) (“Lake Winn” or the “Company” ) is pleased to announce a comprehensive corporate update marking the Company's renewed focus on critical and strategic minerals. This update includes: its proposed name change to Northern Critical Minerals Ltd.; its planned 2026 drill program at its 100%-owned Little Nahanni Pegmatite Group (“ LNPG ”) in the Northwest Territories; the proposed acquisition of the Silver Switchback Copper-Silver Project in British Columbia (the “ Option Acquisition ”); the proposed settlement of outstanding indebtedness through the issuance of common shares of the Company (the “ Debt Settlement ”); and a non-brokered private placement of up to $3,000,000 (the " Offering "). The proposed name change, Option Acquisition, Debt Settlement and Offering are each subject to TSX Venture Exchange (" TSXV ") approval.
All dollar amounts referred to in this news release are in Canadian dollars unless otherwise indicated.
Little Nahanni Pegmatite Group (LNPG)
The Company is advancing its 100%-owned LNPG project, near the NWT/Yukon border, as a drill-ready lithium-tantalum-tin LCT pegmatite system with multiple planned exploration catalysts. LNPG covers a significant pegmatite district with a known LCT dyke swarm supported by historic drilling, high-grade channel samples, high-grade rock samples, completed geophysics and strong lithium-in-soil results. Drill permits are already in place, and the Company is preparing for its next phase of exploration, subject to completion of financing and final program logistics. The planned drill program is expected to test Alpha Prime, a newly defined high-priority pegmatite target measuring approximately 7 kilometres in strike length and 80 to 120 metres in width, where geophysics and soil sampling suggest the potential continuation of the known Nahanni pegmatite system into underexplored ground. Subject to completion of financing and final program logistics, Lake Winn is targeting the commencement of drilling in fall 2026.
Proposed Name Change Reflecting Critical Minerals
The Company is in the process of changing its name to Northern Critical Minerals Ltd. as part of its renewed focus on critical and strategic mineral assets. The proposed name change reflects the Company's flagship Little Nahanni Pegmatite Group, a lithium-tantalum-tin focused LCT pegmatite system and the Company's principal exploration priority. The proposed name change remains subject to all required corporate and regulatory approvals, including TSXV approval. The Company will provide further details regarding the effective date and trading symbol once available.
"Northern Critical Minerals better represents the Company’s main focus,” said Patrick Power, President and CEO . “Little Nahanni (LNPG) provides exposure to lithium, tantalum and tin. Our focus is to advance an exploration and drill program on LNPG that better defines the scale and potential of this pegmatite system.”
Exploration and Drilling Plans for the LNPG
The Company plans to complete the soil sample grid over the Alpha Prime target and conduct a heli-supported diamond drill program to test that target and the known pegmatite swarm near the best historic drill intercepts.
Proposed LNPG Work Program | Estimated $ Amount | Purpose |
Alpha Northern Soil Sampling | $240,000 | Cover northern Alpha Prime |
Alpha Southern Soil Sampling | $100,000 | Complete Alpha Prime’s coverage |
Airborne Magnetic and Radiometric Survey | $130,000 | Refine pegmatite mapping |
NWT Government | $130,000 | Address project obligations |
Drill Program 1,500 m | $1,000,000 | Drill Alpha Prime and LNPG |
Total | $1,600,000 | LNPG Exploration Program |
Silver Switchback Copper-Silver Project – Option Agreement
The Company has entered into a definitive option agreement (the “ Option Agreement ”) with arm's length third parties (the “ Optionors ”), dated June 8 , 2026, to acquire a 100% interest in the Silver Switchback Copper-Silver Project (the “ Switchback Property ”), located in the Omineca Mining Division, British Columbia (the “ Option Acquisition ”), in consideration for 2,800,000 common shares in the capital of the Company (the “ Consideration Shares ”) issued at a deemed price of $0.055 per Consideration Share and total cash payments of $435,000.
About the Switchback Property
The Switchback Property is located 55 kilometres east-southeast of Terrace, B.C., accessible by logging roads. The Switchback Property comprises eight mineral claims totalling 2,561 hectares. The Switchback Property is underlain by rocks of the Hazelton Group volcanics and sedimentary rocks.
Road construction by logging companies has exposed strong sulphide mineralization in outcrop (BC Minfile 093L 195), with samples returning high values of silver and copper, associated with elevated gold, lead, zinc and bismuth. Sampling of narrow sulphide veins from the main Switchback showing returned peak values up to 1,975 parts per million silver (ppm Ag or grams per tonne Ag), 17.01 percent copper (% Cu), 483 parts per billion gold (ppb Au), and 0.173 percent lead (% Pb) from the 49 rocks collected in 2020.
Table 1: 2020 Rock Sample Highlight Descriptions 1
Sample ID | UTM E | UTM N | Description |
2006551 | 577821 | 6028677 | Rusty 2-5 cm wide pyrite vein in felsic tuff, 1-2% chalcopyrite, limonite-goethite, quartz, argillic alteration in subcrop. |
2006552 | 577820 | 6028675 | 2-5 cm wide massive pyrite, chalcopyrite vein. Rusty weathering, limonite-goethite-manganese in felsic tuff from outcrop. |
2006553 | 577820 | 6028680 | 3-5 cm massive pyrite-chalcopyrite vein, rusty weathering in grey felsic tuff. |
2006554 | 577813 | 6028680 | 5 m chip grab. Grey-beige felsic tuff, breccia in part, limonite, goethite, 2-5 cm pyrite-chalcopyrite veins, argillic alteration, trace malachite. |
2006556 | 577822 | 6028678 | Tan felsic tuff, limonite, manganese on fracture faces, 2-5% disseminated pyrite, malachite on fractures. |
2006557 | 577838 | 6028741 | Limonite-goethite-hematite vein 3 cm wide in volcanics, rusty weathering. |
2006563 | 577897 | 6028684 | Tan-grey silicified tuff, argillic alteration, azurite-malachite staining over 10%, quartz-carbonate veining in part. |
2006564 | 577830 | 6028762 | Tan to red weathering felsic tuff with 2-5 cm vein of massive pyrite + chalcopyrite, limonite-hematite on fractures. |
2006565 | 578270 | 6027863 | 5 cm wide quartz-carbonate vein in silicified mafic volcanic, orange clay gouge, 5% sulphides (galena, sphalerite, pyrite). Mn staining. |
Table 2: 2020 Rock Sample Highlight Assays
Sample ID | Area | Ag (ppm) | Au (ppb) | Cu (%) | Pb (ppm) |
2006551 | Silver Switchback Showing | 1975.00 | 483.10 | 11.86% | 1728.60 |
2006552 | Silver Switchback Showing | 1005.00 | 420.30 | 8.91% | 1136.62 |
2006553 | Silver Switchback Showing | 1249.00 | 264.90 | 17.01% | 1507.91 |
2006554 | Silver Switchback Showing | 40.37 | 18.60 | 0.37% | 104.74 |
2006556 | Silver Switchback Showing | 23.36 | 16.30 | 0.62% | 136.42 |
2006557 | N of Switchback | 669.00 | 283.80 | 0.53% | 682.68 |
2006563 | E of Switchback | 43.46 | 9.30 | 0.37% | 113.52 |
2006564 | N of Switchback | 354.00 | 120.40 | 4.85% | 428.75 |
2006565 | Iceflow Creek | 12.52 | 65.40 | 0.03% | 7634.25 |
Table 3: Statistical Table of 2020 Rock Results (n=49).
Statistic | Ag (ppm) | Au (ppb) | Cu (%) | Pb (ppm) |
Mean | 110.25 | 37.09 | 0.94 | 297.98 |
Median | 0.34 | 2.20 | 0.01 | 10.61 |
Std Dev (Sample) | 366.64 | 103.49 | 3.20 | 1,130.31 |
Maximum | 1,975.00 | 483.10 | 17.01 | 7,634.25 |
Two grab samples of narrow sulphide veins taken in 2020 from outcrop along new logging roads north and east of the Switchback Showing returned 43.46 and 354 ppm Ag, 0.37 and 4.85% Cu, and 9 and 120 ppb Au in samples 2006563 and 2006564 respectively.
Additional work in 2021 expanded a soil geochemistry anomaly on the Property, reported in a 2021 assessment report (the “ 2021 Report ”). 2 The extent of elevated Ag-Cu in soil anomaly from all historical and 2021 soil surveys shows a strong NW-SE trend, which extends over 3.4 kilometres in length. The anomalous zone is roughly 1 km wide and 3.5 km long. Silver values in soil up to 23.87 ppm (Sample TS064) were reported, and a total of 163 soil samples returned silver values above 1.0 ppm Ag in soils. Peak copper in soil was 1,148 ppm Cu (Sample TS100).
2022 Drill Program Results
More than $500,000 has been spent on the Switchback Property through recent assessment reports, geochemistry, geophysics and a 2022 maiden drill program totalling 804 metres in four holes. Historic and recent work has outlined a broad coincident geochemical and geophysical target measuring approximately 3.5 kilometres by 1.0 kilometre, much of which remains untested. The 2024 NI 43-101 technical report notes that the 2022 drill program intersected significant mineralization in three of four holes, including the following highlight from SS-22-03:
Table 4: 2022 Drill Program Highlight Assays
Drill Hole | From-To | Interval | Silver | Lead | Zinc |
SS-22-03 | 194–201 m | 7.0 m | 20.8 g/t Ag | 1.5% Pb | 3.6% Zn |
SS-22-03 | 200–201 m | 1.0 m | 42.0 g/t Ag | 3.26% Pb | 8.37% Zn |
Table 5: Statistical Table of 2021 Soil Results (n=376).
Statistic
|
Ag (ppb)
|
Au (ppb)
|
Cu (ppm)
|
Pb (ppm)
|
Mean
|
1584.66
|
9.7
|
52.76
|
59.48
|
Median
|
833.00
|
3.7
|
30.82
|
22.52
|
Std Dev (Sample)
|
2351.23
|
21.4
|
92.10
|
115.73
|
Maximum
|
23870
|
288.5
|
1148.39
|
1308.71
|
The 2021 Report summarizes, “The Silver Switchback showing is associated with stratabound mineralized intervals of disseminated copper and copper sulphides occurring in reduced zones of volcanic redbed sequences. The mineralized zones within the Property are believed to occur within subaerial volcaniclastic, tuffs and flow breccia of the Hazelton Group.”
The Switchback Property has a current, active, Notice of Work exploration permit (Permit Number: MX-100000240, Mine Number: 1650807) which is valid until March 31, 2027. This also allows for 500 metres of trenching and drilling. The Company will be compiling and reviewing the property database to prepare a 2026 exploration program.
The Company recognizes that the Switchback Property lies within the Wet'suwet'en traditional and unceded territory and honours the Wet'suwet'en people's enduring connection to this land, and it commits to carrying out its exploration activities with respect and integrity.
Proposed Work Program
Lake Winn intends to advance the Switchback Property through a focused 2026 work program consisting of property maintenance, soil sampling, trenching and assays. The 2024 technical report recommends at least three 50-metre trenches to test higher-intensity geochemical and geophysical signatures east of the 2022 drilling.
Proposed Silver Switchback Work Program | Estimated $ Amount | Purpose |
Property costs | $90,000 | Maintain the project |
Soil sampling | $50,000 | Refine silver-copper targets |
Trenching and assays | $150,000 | Test priority anomalies |
Total | $300,000 | Silver Switchback |
Option Agreement Terms Under the terms of the Option Agreement, the Company may complete the Option Acquisition by:
(i) Paying a total of $435,000 in cash to the Optionors pursuant to the following schedule:
a. $ 90 ,000 paid on the date of the Option Agreement (the “ Effective Date ”);
b. $ 20 ,000 on the date that is two (2) months after the Effective Date;
c. $ 50 ,000 on the date that is eight (8) months after the Effective Date;
d. $ 70 ,000 on the date that is twenty (20) months after the Effective Date;
e. $ 80 ,000 on the date that is thirty- two (32) months after the Effective Date; and
f. $ 125 ,000 on the date that is forty-four (44) months after the Effective Date;
(ii) Issuing a total of 2,800,000 Consideration Shares 3 to the Optionors pursuant to the following schedule:
a. 800,000 Consideration Shares on the date the Company obtains conditional approval of the TSXV for the Option Agreement;
b. 600,000 Consideration Shares on the date that is eight (8) months after the Effective Date;
c. 600,000 Consideration Shares on the date that is twenty (20) months after the Effective Date; and
d. 800,000 Consideration Shares on the date that is thirty-two (32) months after the Effective Date;
The Optionors will retain a 2.0% net smelter returns royalty on the Property. The Company can repurchase 1.0% of the net smelter returns royalty by paying $500,000 to the Optionors.
Closing of the Option Acquisition is subject to: (i) the receipt of all necessary consents, approvals, and authorizations, including acceptance by the TSXV for the Option Acquisition and the issuance of the Consideration Shares; and (ii) other customary conditions for a transaction of this nature.
For greater certainty, the cash payments and share issuances set out above represent the conditions upon which the Company may elect to exercise the Option and complete the Option Acquisition, and do not constitute unconditional or mandatory payment obligations of the Company. The Company has the right, but not the obligation, to make each scheduled cash payment and share issuance. In the event the Company elects, in its sole discretion, not to proceed with any scheduled cash payment or share issuance, the Option shall terminate automatically upon written notice from the Company to the Optionors (or, if no such notice is delivered, upon expiry of the applicable cure or grace period, if any, set out in the Option Agreement), and the Company shall have no further obligation to the Optionors in respect of the Option or the Switchback Property, other than obligations that have expressly accrued prior to the date of termination. Upon termination of the Option, the Company shall retain no further interest in the Switchback Property and all amounts previously paid and shares previously issued to the Optionors shall be retained by the Optionors as consideration for the grant of the Option.
No finder's fee is payable by the Company in connection with the Option Acquisition.
The Option Acquisition is an arm's length transaction. None of the Optionors or vendors of the Switchback Property are Non Arm's Length Parties (as such term is defined in TSXV policy) to the Company or its insiders. Accordingly, no additional disclosure is required pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (“ MI 61-101 ”) in connection with the Option Acquisition.
Option Acquisition – Technical Disclosure
The exploration results reported in this news release are historical in nature. The Company has not undertaken any independent investigation, nor has it independently analyzed the results of the historical exploration work in order to verify the results. The Company considers these historical results relevant as the Company will use this data as a guide to plan future exploration and drilling programs. The Company considers the data to be reliable for these purposes.
Rock, grab and soil samples are selective in nature and used to determine mineralization type and character, but are not necessarily indicative of mineralization across the Property.
Debt Settlement
The Company's board of directors has approved the settlement of up to $497,653.07 of accrued debt through the issuance of common shares of the Company (the “ Debt Settlement ”).
Pursuant to the Debt Settlement, the Company would issue up to 7,656,198 common shares of the Company (the "Debt Settlement Shares") at a deemed price of $0.065 per Debt Settlement Share to certain creditors of the Company (the “ Creditors ”).
Certain insiders of the Company are participating in the Debt Settlement and will be issued 1,739,692 Debt Settlement Shares. The issuance of the Debt Settlement Shares to the insiders will constitute a "related party transaction" as defined in MI 61-101. The Company is relying on the exemption from the valuation requirement and minority approval pursuant to subsections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as the deemed value of the Debt Settlement Shares issued to insiders does not represent more than 25% of the Company's market capitalisation, as determined in accordance with MI 61-101.
The issuance of the Debt Settlement Shares is subject to the approval of the TSXV. All Debt Settlement Shares will be issued on a prospectus-exempt basis and will be subject to a hold period of four months and one day from the date of issuance in accordance with applicable securities legislation.
The Company believes that settling the debt through the issuance of equity is in the best interests of the Company and its shareholders, as it preserves cash for operations and the Company's planned 2026 exploration programs.
In accordance with TSXV Policy 4.1, the pricing of the Debt Settlement — including the deemed price per Debt Settlement Share and other material terms — cannot be finalized at this time and will be confirmed by separate news release issued no earlier than 72 hours following the lifting of the trading halt on the Company's shares .
Proposed Private Placement
The Company also intends to complete a non-brokered private placement of up to $3,000,000 (the “ Offering ”).
The net proceeds of the Offering are expected to be used, in part, to fund the Company's planned 2026 exploration programs at the Little Nahanni Pegmatite Group and the Silver Switchback Copper-Silver Project, including the initial cash payment obligations under the Option Agreement, and for general working capital and related transaction costs.
Because the Offering is being announced concurrently with the Debt Settlement, which constitutes a material change for the purposes of TSXV Policy 4.1, the pricing of the Offering cannot be determined at this time. The Offering is expected to consist of units of the Company, with each unit comprising one common share and one common share purchase warrant, the terms of which, including the warrant exercise price and term, will be determined at the time of pricing. The proceeds of the Offering are not exclusively and specifically allocated to the Option Acquisition, and accordingly, the Company is not relying upon the "part and parcel pricing" exception set out in Policy 4.1. The pricing of the Offering — including the price per unit, any warrant exercise price and term, and other material terms — will be announced by separate news release issued no earlier than 72 hours following the lifting of the trading halt on the Company's shares , which pricing news release shall constitute the price reservation for the Offering under Policy 4.1. Finder's fees may be payable in connection with the Offering in accordance with the policies of the TSXV. Additional details regarding the Offering, including any finder's fees payable, closing conditions and applicable hold periods, will be provided in the pricing announcement and the closing news release.
Annual General Meeting
The Company expects to hold its annual general meeting of shareholders (the “ AGM ”) prior to August 7, 2026. Further details regarding the AGM, including the record date, meeting date and meeting materials, will be announced in due course.
Qualified Person
The scientific and technical information contained in this news release has been reviewed by Jeremy Hanson, P.Geo., a “Qualified Person” as defined under National Instrument 43-101 – Standards of Disclosure for Mineral Projects. Mr. Hanson is arm’s-length to the Company.
About Lake Winn Resources Corp.
Lake Winn Resources Corp. is a mineral exploration company focused on advancing the 100% owned Little Nahanni Pegmatite Group (“ LNPG ”) that is located in the Northwest Territories on the NT/Yukon border covering 7,080 hectares that includes a 13 km long, and up to 500 metres wide, lithium, cesium, and tantalum (LCT) pegmatite vein swarm. Many individual mineralized veins are up to 10 metres thick. The project has had historic drilling and channel sampling that confirm significant lithium, tantalum, cesium, and tin.
ON BEHALF OF THE BOARD OF DIRECTORS OF LAKE WINN RESOURCES CORP.
Patrick Power, President & CEO
+1 (604) 218-8772
info@lakewinn.ca
www.lakewinn.ca
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statement Regarding “Forward-Looking” Information
Certain statements in this news release constitute “forward-looking information” within the meaning of applicable Canadian securities laws. Forward-looking information includes statements that are not purely historical in nature and are generally identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” “indicate,” “seek,” “believe,” “predict” or “likely,” or the negative of these terms, or other similar expressions.
Forward-looking information in this news release includes, without limitation, statements regarding the proposed name change to Northern Critical Minerals Ltd., including the receipt of all required corporate, shareholder and regulatory approvals and the anticipated effective date and new trading symbol; the Option Acquisition of the Silver Switchback Copper-Silver Project, including the anticipated terms, closing conditions and timing thereof and the receipt of TSXV acceptance of the Option Acquisition and the Consideration Shares; the optional nature of the payment schedule under the Option Agreement and the Company's right, but not obligation, to make each scheduled cash payment and share issuance; the Debt Settlement, including the anticipated issuance of up to 7,656,198 Debt Settlement Shares at a deemed price of $0.065 per share and the receipt of TSXV approval therefor; and the Offering, including the anticipated gross proceeds of up to $3,000,000, the anticipated pricing and terms to be announced by separate news release no later than 72 hours prior to closing, and the anticipated uses of proceeds. Forward-looking information also includes statements regarding the planned 2026 drill program at the LNPG, including the commencement of drilling in fall 2026, the Alpha Prime target, the estimated work program costs of $1,600,000 and the completion of soil sampling and airborne geophysics, all subject to completion of financing and final program logistics; the planned 2026 work program at the Switchback Property, including the estimated costs of $300,000 for property maintenance, soil sampling, trenching and assays, subject to completion of the Option Acquisition and financing; and the Company's expectation that the AGM will be held prior to August 7, 2026. The forward-looking information in this news release further includes statements regarding the potential of the Alpha Prime target and the Nahanni pegmatite system to host significant lithium, tantalum and tin mineralization; the anticipated use of proceeds of the Offering for LNPG exploration, the initial Option Agreement payment obligations and general working capital; the 2.0% NSR royalty retained by the Optionors and the Company's right to repurchase 1.0% thereof for $500,000; and the Company's beliefs regarding the demand for critical minerals and the strategic importance of the Company's mineral assets.
Whether actual results, performance or achievements will conform to the Company's expectations and predictions is subject to a number of known and unknown risks, uncertainties, assumptions and other factors. These include, without limitation: failure to obtain TSXV or other required regulatory approvals for the Option Acquisition, the Debt Settlement, the Offering or the proposed name change, or at all; inability to complete the Option Acquisition on the anticipated terms, or at all, including the Company electing not to exercise the Option; inability to complete the Debt Settlement on the anticipated terms, or at all; inability to complete the Offering on acceptable terms, or at all; failure to achieve the anticipated benefits of the Option Acquisition or the Debt Settlement; delays in, or inability to commence, the planned 2026 drill programs due to weather, access, equipment or personnel constraints; actual exploration results differing materially from those anticipated; failure to hold the AGM prior to August 7, 2026; future commodity and metal prices; availability of capital and financing on acceptable terms; general economic, market or business conditions; uninsured risks; regulatory changes; defects in title to the LNPG or the Switchback Property; availability of personnel, materials and equipment on a timely basis; accidents or equipment breakdowns; delays in receiving government or Indigenous approvals; unanticipated environmental impacts on operations and the costs to remedy same; and other risks detailed herein and from time to time in filings made by the Company with securities regulators.
The forward-looking information contained in this news release is made as of the date of this release. The Company does not undertake any obligation to update or revise such information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.
1 Davidson, G. and Ryan, S., 2021, 2020 Assessment Report on the Silver Switchback Property, B.C. EMPR ASS RPT # 39352.
2 Patitucci, M and Pereira, C., 2022, 2021 Assessment Report on the Silver Switchback Property, B.C. EMPR ASS RPT # 40432.
3 All Consideration Shares issued pursuant to the Option Agreement will be issued in reliance upon applicable prospectus exemptions under Canadian securities legislation and will be subject to a statutory restricted period of four months and one day from the date of issuance, in accordance with applicable securities laws and the policies of the TSXV.
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