Mr. Martin Walter reports
CARLTON SIGNS COMMUNITY AGREEMENT FOR ESQUILACHE SILVER PROJECT AND PROVIDES UPDATE ON NON-BROKERED PRIVATE PLACEMENT
Carlton Precious Inc. has signed an agreement with the local community of San Antonio de Esquilache located in the department of Puno, southern Peru. The community agreement paves the path for further exploration across the project, including the expediting of drilling permits at the company's 100-per-cent-owned Esquilache silver project. Carlton's geological and technical staff have designed a program of up to 40 drill holes from no more than 20 platforms at Esquilache in order to expand the current known silver-lead-zinc mineralization. The company expects to kick off the initial part of the program in the fall of 2025.
In other news, further to the company's press releases of June 12, 2025, and June 16, 2025, the company wishes to correct and clarify certain disclosure pertaining to its non-brokered private placement of units. In connection with the offering and in accordance with the policies of the TSX Venture Exchange, the company paid certain eligible finders cash commissions in the aggregate of $53,799.30 and issued an aggregate of 598,102 finder warrants. Each broker warrant entitled the holder thereof to acquire one common share in the capital of the company at a price of nine cents per common share for a period of 24 months from the date of issuance. In addition, the offering constituted a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, as insiders of the company subscribed for an aggregate 2,553,389 units pursuant to the offering. The company relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101 as the company is not listed on a specified market and the fair market value of the participation in the offering by insiders does not exceed 25 per cent of the market capitalization of the company in accordance with MI 61-101.
About Carlton Precious Inc.
Carlton Precious is a publicly traded precious and base metals exploration company listed on the TSX-V. The company is managed by a team of experienced mining and geological professionals. Carlton Precious's projects are focused on key mining jurisdictions, including Peru and Australia (central Victoria and Tasmania).
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