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09-06-2025
- Business
- Yahoo
Cascadia Minerals and Granite Creek Copper Announce Merger to Create a Leading Yukon Copper-Gold Exploration and Development Company
Concurrent Non-brokered Private Placement Equity Financing of up to $2.25 Million Supported by Strategic Investor Michael Gentile Vancouver, British Columbia--(Newsfile Corp. - June 9, 2025) - Granite Creek Copper Ltd. (TSXV: GCX) ("Granite Creek") and Cascadia Minerals Ltd. (TSXV: CAM) ("Cascadia") are pleased to announce that they have entered into a definitive arrangement agreement dated June 8, 2025 (the "Agreement") whereby Cascadia will acquire 100% of the issued and outstanding shares of Granite Creek for consideration payable in shares of Cascadia (the "Transaction"). The consideration will consist of 0.25 common shares in the capital of Cascadia for each one Granite Creek common share held. The Cascadia shares to be received by Granite Creek shareholders represent a value of $0.04 per Granite Creek share held based on Cascadia's closing price ending June 6, 2025. The Cascadia shares provide Granite Creek shareholders with a premium of 48% based on Granite Creek's 5-day volume-weighted average trading price of $0.027 as of June 6, 2025, the last trading day prior to announcement of the Agreement. Granite Creek is primarily engaged in copper and gold exploration and development of the Carmacks Project, located 34 km northwest of Carmacks in central Yukon, and 40 km from the past-producing Minto mine. All references to $ in this news release are to Canadian dollars unless otherwise indicated. Transaction Highlights: Strong Resource Base. The road-accessible Carmacks Project hosts a high-grade Measured and Indicated Resource1 containing 651 Mlbs of copper and 302 koz of gold (36.3 million tonnes2 grading 0.81 % copper, 0.26 g/t gold, and 3.23 g/t silver and 0.01% molybdenum, or 1.07% copper equivalent3) with a 2023 PEA demonstrating positive economic potential ($230.5 M Post-Tax NPV(5%) and 29% Post-Tax IRR)4. Expansion Potential. Cascadia is well positioned to grow the Carmacks Project resource, with a resource expansion drill program planned for fall 2025 to test numerous targets, including near 2021 diamond drill hole CRM21-0115,6 which returned 105.52 m of 0.96% copper with 0.18 g/t gold and 4.06 g/t silver (1.18% copper equivalent3) and has not seen follow-up. Exploration Synergies. The combined company will be a leading Yukon copper-gold explorer and developer, combining Granite Creek's advanced Carmacks Project with Cascadia's portfolio of copper-gold exploration projects across Yukon's Stikine Terrane, providing shareholders a robust pipeline of projects from greenfield discoveries to brownfield expansion and development. Benefits to Shareholders. Granite Creek shareholders will receive exposure to Cascadia's discovery-stage Catch Property, where drilling is underway to test a new high-grade epithermal gold discovery (1,065 g/t gold in outcrop7) and extensive copper-gold porphyry mineralization. Well Financed. Upon completion of the Transaction Cascadia will have a total cash balance of approximately $2.5 million, which will be used to fund ongoing work on the combined property portfolio. Experienced Team. The Cascadia team brings extensive and proven Yukon exploration experience, including comprehensive geology, engineering, metallurgy, finance, capital markets, community engagement, governance and sustainability backgrounds. Streamlined Overhead. The Transaction will provide efficiencies and remove duplicative costs by optimizing resources of the combined company and providing for more efficient advancement of the assets as a single portfolio with a focus on delivering maximum value for shareholders. Graham Downs, President and CEO of Cascadia, commented: "This transaction is a great opportunity for both Cascadia and Granite Creek shareholders. The Carmacks Project provides a strong foundation of road-accessible resources in a safe jurisdiction. Our team is confident in the exploration potential around the main deposits and throughout the property. We look forward to building on the systematic work Granite Creek has conducted in recent years by growing near-deposit resources and exploring along trend toward the nearby Minto deposit to the north. Planning is already underway for a fall drill program at Carmacks, while work advances in parallel at our Catch Property and other discovery-stage Yukon Stikine projects. The Cascadia team has a demonstrated track record of advancing district-scale projects and making meaningful discoveries, and we look forward to bringing this experience to the Carmacks Project as well." Tim Johnston, President and CEO of Granite Creek, commented: "With Cascadia's board and management's long history of discovery and development of mineral projects in the Yukon, I have confidence that they are the right team to advance the Carmacks Project and create long term shareholder value. This merger is a logical next step for both companies and will result in a combined entity with a robust portfolio of projects that will be positioned for success in these strong copper and gold markets. I look forward to remaining involved with Cascadia and moving the Carmacks Project forward towards development." Carmacks Project Overview The 177 km2 Carmacks Project is located 34 km northwest of the town of Carmacks, within the Traditional Territory of the Little Salmon Carmacks First Nation and the Selkirk First Nation. It is 35 km southeast of the past producing Minto Copper-Gold Mine, which is currently being acquired by the Selkirk First Nation8. It is road-accessible, with grid power located within 12 km of the property. Figure 1 - Property Location To view an enhanced version of this graphic, please visit: The Carmacks Project is located within the Minto Copper Belt, a 180 km x 60 km belt of intrusion-related copper-gold-silver deposits. This belt is within the Stikine Terrane, which extends into Yukon from British Columbia, and is characterized by Late Triassic to early Jurassic volcanic-plutonic arc complexes that are well-endowed with copper-gold-molybdenum porphyries including the Red Chris, Schaft Creek, Kemess, KSM and Galore Creek deposits and mines. Figure 2 - Geological Setting To view an enhanced version of this graphic, please visit: The Carmacks Project has seen significant historical work, including over 40,000 m of drilling, primarily focused on the Carmacks Main deposit. Highlights of drilling completed in 2020 and 2021 by Granite Creek are provided in Table 1. Table 1: Carmacks Project Highlight Drill Results6 Drillhole From (m) To (m) Length (m) Cu (%) Mo (%) Au (g/t) Ag (g/t) CuEq3 (%) CRM20-0019 102.85 230.12 127.27 0.61 0.028 0.13 2.14 0.79 incl 104.85 133.50 28.65 1.03 0.014 0.20 3.09 1.23 CRM21-01110 223.98 329.50 105.52 0.96 0.013 0.18 4.06 1.15 incl 223.98 245.20 21.22 2.17 0.010 0.36 9.13 2.51 CRM21-01911 277.95 345.30 67.35 0.93 0.011 0.31 4.23 1.20 incl 322.00 345.30 23.30 1.70 0.016 0.57 7.51 2.18 CRM21-02512 88.65 209.30 120.65 0.76 0.016 0.14 2.53 0.92 incl 106.00 155.40 49.40 1.08 0.015 0.20 3.41 1.28 Granite Creek completed an updated Mineral Resource Estimate in 2022 on the Carmacks Main deposit, which is summarized in Table 2. These mineralized zones remain open along strike and at depth, with much of the historical drilling focused on near-surface oxide mineralization, overlooking the significant potential for more sulfide mineralization throughout the system. Table 2: Carmacks Project Mineral Resource Estimate1 Category Cut-off2 Tonnes Copper Silver Gold Molybdenum Copper Equiv.3(Cu %) Mt % Mlbs g/t Ounces g/t Ounces % Mlbs % Mlbs In-Pit Oxide Measured 0.30 11.36 0.96 239 4.11 1,501,000 0.40 145,000 0.006 1.5 1.28 319 Indicated 0.30 4.33 0.91 87 3.37 469,000 0.28 39,000 0.007 0.6 1.14 190 M&I 0.30 15.69 0.94 326 3.91 1,971,000 0.36 184,000 0.006 2.1 1.23 424 Inferred 0.30 0.22 0.52 2.5 2.44 17,000 0.09 1,000 0.006 0.03 0.62 3 In-Pit Sulphide Measured 0.30 5.71 0.68 86 2.54 467,000 0.16 28,000 0.016 2.0 0.85 107 Indicated 0.30 13.49 0.72 214 2.83 1,226,000 0.19 82,000 0.013 4.0 0.90 269 M&I 0.30 19.19 0.71 300 2.74 1,693,000 0.18 110,000 0.014 6.0 0.89 377 Inferred 0.30 1.68 0.51 19 2.24 120,895 0.13 7,000 0.020 0.7 0.67 25 Below Pit Sulphide Measured 0.60 0.03 0.71 0.41 2.54 2,000 0.16 132 0.010 0.0 0.86 0.5 Indicated 0.60 1.34 0.82 24 2.88 124,000 0.19 8,000 0.012 0.4 1.00 30 M&I 0.60 1.37 0.82 25 2.88 126,000 0.19 8,000 0.012 0.4 1.00 30 Inferred 0.60 0.97 0.77 16 2.48 77,000 0.17 5,000 0.012 0.3 0.94 20 Combined Total M&I Various 36.25 0.81 651 3.25 3,790,000 0.26 302,000 0.010 9 1.04 831 Inferred Various 2.86 0.60 38 2.34 214,895 0.14 13,000 0.016 1 0.76 48 A preliminary economic assessment was completed in 2023 on the Carmacks Main deposit, envisioning a 7,000 tpd open pit mine with conventional flotation to produce a copper concentrate. This study included processing of both oxide and sulfide material, and yielded the results shown in Table 3. Table 3: Carmacks Project PEA Economics4Base Case Case 1 Copper Price (US$/lb) 3.75 4.25 Gold Price (US$/oz) 1,800 2,000 Silver Prince (US$/oz) 22 25 Exchange Rate ($:US$) 0.75 0.75 Pre-Tax NPV @5% $324.1M $475.0M Pre-Tax IRR 36% 48% Pre-Tax Net Cash Flow $505.9M $714.5M After Tax NPV @5% $230.5M $330.1M After Tax IRR @5% 29% 38% After Tax Net Cash Flow $371.2M $507.4M Transaction Terms Pursuant to the Arrangement Agreement, Cascadia will acquire all the issued and outstanding common shares of Granite Creek in exchange for common shares of Cascadia by way of a plan of arrangement under the Business Corporations Act (British Columbia). Each Granite Creek share will be exchanged for 0.25 of a Cascadia share (the "Exchange Ratio"). Upon completion of the Transaction, existing Cascadia and Granite Creek shareholders will own approximately 59% and 41% of the issued and outstanding shares of the combined company, respectively (excluding any securities issued in the Placement, as defined below). Outstanding stock options of Granite Creek will be exchanged for options of Cascadia and all warrants of Granite Creek will become exercisable to acquire common shares of Cascadia, in amounts and at exercise prices adjusted in accordance with the Exchange Ratio. Granite Creek will hold a special meeting of Granite Creek securityholders in connection with the Transaction (the "Meeting"). Granite Creek expects to hold the Meeting in July 2025, and the Transaction is expected to close shortly thereafter, subject to customary closing conditions and approvals. In addition to securityholder approvals, the Transaction is also subject to, among other things, obtaining customary regulatory approvals including applicable TSX Venture Exchange ("TSX-V") approvals. The Transaction is arm's length for the purposes of the TSX-V's policies. The Agreement contains customary reciprocal deal-protection provisions. Under certain circumstances, Cascadia or Granite Creek may be entitled to a reciprocal termination fee of $500,000. Further details regarding the terms and conditions of the Transaction are set out in the Agreement, which has been filed by Cascadia and Granite Creek under their respective SEDAR+ profiles. Further information respecting the Agreement and the Transaction will be provided in the Granite Creek information circular which will be sent to Granite Creek's securityholders in connection with the Meeting. Principle Conditions to Completion The Transaction will be effected by way of a plan of arrangement under the Business Corporations Act (British Columbia), requiring the approval of at least: (i) 66⅔% of the votes cast by Granite Creek shareholders and optionholders (voting as a single class) (the "Granite Creek Securityholders"); and (ii) a simple majority of the votes cast by Granite Creek shareholders, excluding the votes cast by certain persons in accordance with Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). No finders' fees are being paid in connection with the Transaction. The completion of the Transaction is subject to a number of terms and conditions, including, without limitation, the following: (i) acceptance by the TSX-V; (ii) approval of the British Columbia Supreme Court; (iii) there being no material adverse changes in respect of Granite Creek or Cascadia; and (iv) other standard conditions of closing for a transaction of this nature. There can be no assurance that the necessary terms or conditions will be met or that the Transaction will be completed as proposed or at all. Recommendation by the Boards of Directors and Fairness Opinion The board of directors of Granite Creek received a fairness opinion from Evans & Evans Inc. stating that, as of June 8, 2025 of such opinion and subject to the assumptions, limitations and qualifications contained in its opinion, the consideration to be received by Granite Creek Securityholders pursuant to the Transaction is fair, from a financial point of view, to the Granite Creek Securityholders. The board of directors of Granite Creek, as well as the independent directors voting as a group, unanimously approved entering into the Agreement and unanimously recommended that Granite Creek Securityholders vote in favour of the Transaction. The Agreement has been unanimously approved by the board of directors of Cascadia. Board of Directors and Management of Resulting Issuer Upon closing of the Transaction, Timothy Johnston, Granite Creek's current President and CEO, is expected to join the board of directors of Cascadia. Voting Support Agreements The officers and directors of Granite Creek, collectively holding approximately 6% of Granite Creek's shares issued and outstanding, have entered into voting support agreements pursuant to which they have agreed, among other things, to vote their Granite Creek shares in favour of the Transaction. Transaction Timeline Pursuant to the Agreement and subject to satisfying all necessary conditions and receipt of all required approvals, the parties anticipate completion of the Transaction on or about July 2025. In connection with completion of the Transaction, Granite Creek shares will be de-listed from the TSX-V and following closing, Granite Creek will make an application to cease to be a reporting issuer under Canadian securities laws. Concurrent Private Placement and Consolidation In connection with the Transaction, Cascadia is undertaking a concurrent non-brokered private placement (the "Placement") to raise gross proceeds up to C$2,250,000 by the sale of: (a) up to 14,285,714 subscription receipts ("Subscription Receipts") at a price of $0.14 per Subscription Receipt for gross proceeds of up to C$2,000,000; and (b) up to 1,785,714 units ("Cascadia Units") at a price of C$0.14 per Cascadia Unit for gross proceeds of up to C$250,000. Each Subscription Receipt will entitle the holder to receive at the effective time of the Transaction one unit of Cascadia consisting of one Cascadia share and one common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder thereof to purchase an additional Cascadia share at a price of $0.24 per share for a period of two years following the date of issuance of the Warrant. The Cascadia Units also consist of one Cascadia share and one common share purchase warrant having the same terms as the Warrants forming part of the units underlying the Subscription Receipts. Certain directors, officers and insiders of Cascadia may participate in the Placement. The proceeds from the sale of the Subscription Receipts will be held in escrow pending the closing of the Transaction. If the closing of the Transaction has not completed by August 29, 2025, the Subscription Receipts will be cancelled and the escrowed proceeds returned to the subscribers. The proceeds from the sale of the Cascadia Units will not be escrowed, but will be available to Cascadia for its immediate use, unconditional on the closing of the Transaction. Cascadia may pay customary finders' fees in connection with the Placement. The Placement is subject to the approval of the TSX-V. Cascadia will use the proceeds of the Placement to pay expenses associated with the Transaction and to conduct exploration on the Carmacks Project. Following the closing of the Transaction and Placement, Cascadia will consider undertaking a consolidation of its issued and outstanding common shares at a ratio and on a timeline to be determined. Bridge Loan Cascadia will provide a non-interest-bearing bridge loan to Granite Creek in the amount of $375,000 to cover certain transaction costs (the "Bridge Loan"), subject to TSX-V approval. If the Agreement is terminated for any reason, the Bridge Loan will be repayable on demand by Cascadia in cash or, at Cascadia's option, may be converted to up to 12,500,000 common shares of Granite Creek at a price of $0.03 per share. Shares for Debt Transaction In connection with the Transaction, Granite Creek intends to settle an aggregate of up to approximately $521,000 of indebtedness owing to TruePoint Exploration Inc. ("TruePoint") and a Carmacks North royalty holder in exchange for Granite Creek shares (the "Shares for Debt Transaction"). Pursuant to the Shares for Debt Transaction, Granite Creek shares will be issued at a price per share equal to the closing price of the Granite Creek shares on June 9, 2025, subject to the polices of the TSX-V. The shares will be exchanged for Cascadia shares pursuant to the Transaction. TruePoint is a privately held exploration service company that provides exploration and administrative services to Granite Creek. TruePoint is more than 50% owned by directors and senior officers of Granite Creek, being Mr. Timothy Johnson, Mr. Michael Rowley and Ms. Susan Henderson. Granite Creek's indebtedness to TruePoint relates primarily to certain long-term loans owing to TruePoint for past services rendered. Following the Shares for Debt Transaction, and based on the closing price of Granite Creek shares on June 6, 2025, TruePoint will hold 15,354,273 Granite Creek shares, representing approximately 7.7% of the outstanding Granite Creek shares at the time of issuance. The Shares for Debt Transaction is subject to TSX-V approval, including any disinterested shareholder approval required pursuant to the policies of the TSX-V. The Shares for Debt Transaction with TruePoint is considered a "related party transaction" for purposes of MI 61-101. The issuance of these Granite Creek shares will be completed in reliance on exemptions available under MI 61-101 from the formal valuation and minority approval requirements of MI 61-101. Specifically, these Shares for Debt Transactions will be exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on Section 5.5(b) of MI 61-101 as Granite Creek is not listed on a specified market within the meaning of MI 61-101. Additionally, the issuance is exempt from the formal valuation and minority approval requirement in Section 5.6 of MI 61-101 in reliance on Section 5.7(1)(a) of MI 61-101 as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the shares exceeds 25% of Granite Creek's market capitalization. Granite Creek's board of directors and independent directors (as such term is defined in MI 61-101) have, acting in good faith, determined that the Shares for Debt Transaction is in the best interest of Granite Creek. Advisers and Counsel Cascadia has engaged Stikeman Elliott LLP as its legal adviser in connection with the Transaction. Sangra Moller LLP is acting as legal adviser to Granite Creek and Evans & Evans Inc. provided a fairness opinion to the Granite Creek board of directors. About Cascadia Cascadia is a Canadian junior mining company focused on making new copper and gold discoveries the Yukon and British Columbia. Cascadia's flagship Catch Property in the Yukon hosts a brand-new copper-gold porphyry discovery where inaugural drill results returned broad intervals of mineralization, including 116.60 m of 0.31% copper with 0.30 g/t gold13. Catch exhibits extensive high-grade copper and gold mineralization across a 5 km long trend, with rock samples returning peak values of 3.88% copper13, 1,065 g/t gold7, and 267 g/t silver7. In addition to Catch, Cascadia is conducting exploration work at its Macks and Milner properties - recently staked Catch analogues within Yukon's Stikine Terrane which have additional copper porphyry targets. Cascadia has approximately 70 million shares outstanding and its largest shareholders are Hecla Mining Company, Michael Gentile and Barrick Gold. About Granite Creek Granite Creek is a growth stage exploration company, focused on the acquisition and development of exploration properties that host, or have the potential to host, precious base or battery metals. GCX's flagship asset is the Carmacks Project in the high-grade Minto copper district in Yukon Territory, Canada. The project is located south of and within 35km of the Minto mine. Qualified Person The technical information in this news release has been approved by Andrew Carne, VP Corporate Development for Cascadia and a qualified person for the purposes of National Instrument 43-101. Disclosure Notes The Mineral Resources disclosed here are referenced from the 2023 Technical Report on the Carmacks Project Preliminary Economic Assessment, authored by SGS Canada Inc. for Granite Creek Copper, and have not been independently reviewed by Cascadia. Mineral Resources are reported based on a 0.30% copper cut-off for mineralization classified as in-pit, and a 0.60% copper cut-off for mineralization classified as below-pit. Copper equivalent value assumes metal prices of $3.75/lb copper, $2,000/oz gold, $25/lb silver, $12/lb molybdenum, and recoveries of 82% for copper, 70% for gold, 69% for silver, and 70% for molybdenum, and has been re-calculated for consistency of presentation. Pricing for the base case economic analysis was US $3.75/lb copper, US $1,800/oz gold, and US $22/oz silver at an exchange rate of $1:US$0.75. For more details on the economic analysis, refer to the 2023 Technical Report on the Carmacks Project Preliminary Economic Assessment, authored by SGS Canada Inc. for Granite Creek Copper. The results of the Carmacks preliminary economic assessment are preliminary in nature, it includes inferred mineral resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves, and there is no certainty that the preliminary economic assessment will be realized. Please refer to Granite Creek's August 24, 2021, News Release for more information on CRM21-011. Reported lengths are drilled widths. Estimated true widths vary but are expected to be typically 60-70% of the intersected widths. Please refer to Cascadia's July 25, 2024, News Release for more information on Amp Zone results. For more information, see CBC News article dated September 7, 2024, entitled "Selkirk First Nation clears 1st hurdle to buy Yukon's abandoned Minto mine", available here: Please refer to Granite Creek's February 11, 2021, News Release for more information on CRM20-001. Please refer to Granite Creek's August 24, 2011, News Release for more information on CRM21-011. Please refer to Granite Creek's October 28, 2021, News Release for more information on CRM21-019. Please refer to Granite Creek's March 10, 2022, News Release for more information on CRM21-025. Please refer to Cascadia's July 19, 2023, News Release for more information. Results referenced in this release represent highlights only. Below detection values for gold, copper, silver and molybdenum have been encountered in drilling, soil and rock samples in these target areas. Disclosure regarding the Carmacks Project is reliant on previous disclosure made by Granite Creek. Results from this project have not been independently verified by Cascadia. On behalf of Cascadia Minerals Ltd. Graham Downs, President and CEO For further information, please contact:Andrew Carne, VP Corporate DevelopmentCascadia Minerals Ltd. T: 604-688-0111 ext. 106acarne@ On behalf of Granite Creek Copper Ltd. Timothy Johnson, President and CEO For further information, please contact:Timothy Johnson, President & CEOTelephone: 1 (604) 235-1982Toll Free: 1 (888) 361-3494E-mail: info@ 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 NEWS RELEASE. Cautionary note regarding forward-looking statements: This press release may contain "forward-looking information" within the meaning of applicable securities laws. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements. The statements in this press release are made as of the date of this press release. Cascadia and Granite Creek undertake no obligation to update forward-looking information, except as required by securities laws. To view the source version of this press release, please visit Sign in to access your portfolio
Yahoo
09-06-2025
- Business
- Yahoo
Cascadia Minerals and Granite Creek Copper Announce Merger to Create a Leading Yukon Copper-Gold Exploration and Development Company
Concurrent Non-brokered Private Placement Equity Financing of up to $2.25 Million Supported by Strategic Investor Michael Gentile Vancouver, British Columbia--(Newsfile Corp. - June 9, 2025) - Granite Creek Copper Ltd. (TSXV: GCX) ("Granite Creek") and Cascadia Minerals Ltd. (TSXV: CAM) ("Cascadia") are pleased to announce that they have entered into a definitive arrangement agreement dated June 8, 2025 (the "Agreement") whereby Cascadia will acquire 100% of the issued and outstanding shares of Granite Creek for consideration payable in shares of Cascadia (the "Transaction"). The consideration will consist of 0.25 common shares in the capital of Cascadia for each one Granite Creek common share held. The Cascadia shares to be received by Granite Creek shareholders represent a value of $0.04 per Granite Creek share held based on Cascadia's closing price ending June 6, 2025. The Cascadia shares provide Granite Creek shareholders with a premium of 48% based on Granite Creek's 5-day volume-weighted average trading price of $0.027 as of June 6, 2025, the last trading day prior to announcement of the Agreement. Granite Creek is primarily engaged in copper and gold exploration and development of the Carmacks Project, located 34 km northwest of Carmacks in central Yukon, and 40 km from the past-producing Minto mine. All references to $ in this news release are to Canadian dollars unless otherwise indicated. Transaction Highlights: Strong Resource Base. The road-accessible Carmacks Project hosts a high-grade Measured and Indicated Resource1 containing 651 Mlbs of copper and 302 koz of gold (36.3 million tonnes2 grading 0.81 % copper, 0.26 g/t gold, and 3.23 g/t silver and 0.01% molybdenum, or 1.07% copper equivalent3) with a 2023 PEA demonstrating positive economic potential ($230.5 M Post-Tax NPV(5%) and 29% Post-Tax IRR)4. Expansion Potential. Cascadia is well positioned to grow the Carmacks Project resource, with a resource expansion drill program planned for fall 2025 to test numerous targets, including near 2021 diamond drill hole CRM21-0115,6 which returned 105.52 m of 0.96% copper with 0.18 g/t gold and 4.06 g/t silver (1.18% copper equivalent3) and has not seen follow-up. Exploration Synergies. The combined company will be a leading Yukon copper-gold explorer and developer, combining Granite Creek's advanced Carmacks Project with Cascadia's portfolio of copper-gold exploration projects across Yukon's Stikine Terrane, providing shareholders a robust pipeline of projects from greenfield discoveries to brownfield expansion and development. Benefits to Shareholders. Granite Creek shareholders will receive exposure to Cascadia's discovery-stage Catch Property, where drilling is underway to test a new high-grade epithermal gold discovery (1,065 g/t gold in outcrop7) and extensive copper-gold porphyry mineralization. Well Financed. Upon completion of the Transaction Cascadia will have a total cash balance of approximately $2.5 million, which will be used to fund ongoing work on the combined property portfolio. Experienced Team. The Cascadia team brings extensive and proven Yukon exploration experience, including comprehensive geology, engineering, metallurgy, finance, capital markets, community engagement, governance and sustainability backgrounds. Streamlined Overhead. The Transaction will provide efficiencies and remove duplicative costs by optimizing resources of the combined company and providing for more efficient advancement of the assets as a single portfolio with a focus on delivering maximum value for shareholders. Graham Downs, President and CEO of Cascadia, commented: "This transaction is a great opportunity for both Cascadia and Granite Creek shareholders. The Carmacks Project provides a strong foundation of road-accessible resources in a safe jurisdiction. Our team is confident in the exploration potential around the main deposits and throughout the property. We look forward to building on the systematic work Granite Creek has conducted in recent years by growing near-deposit resources and exploring along trend toward the nearby Minto deposit to the north. Planning is already underway for a fall drill program at Carmacks, while work advances in parallel at our Catch Property and other discovery-stage Yukon Stikine projects. The Cascadia team has a demonstrated track record of advancing district-scale projects and making meaningful discoveries, and we look forward to bringing this experience to the Carmacks Project as well." Tim Johnston, President and CEO of Granite Creek, commented: "With Cascadia's board and management's long history of discovery and development of mineral projects in the Yukon, I have confidence that they are the right team to advance the Carmacks Project and create long term shareholder value. This merger is a logical next step for both companies and will result in a combined entity with a robust portfolio of projects that will be positioned for success in these strong copper and gold markets. I look forward to remaining involved with Cascadia and moving the Carmacks Project forward towards development." Carmacks Project Overview The 177 km2 Carmacks Project is located 34 km northwest of the town of Carmacks, within the Traditional Territory of the Little Salmon Carmacks First Nation and the Selkirk First Nation. It is 35 km southeast of the past producing Minto Copper-Gold Mine, which is currently being acquired by the Selkirk First Nation8. It is road-accessible, with grid power located within 12 km of the property. Figure 1 - Property Location To view an enhanced version of this graphic, please visit: The Carmacks Project is located within the Minto Copper Belt, a 180 km x 60 km belt of intrusion-related copper-gold-silver deposits. This belt is within the Stikine Terrane, which extends into Yukon from British Columbia, and is characterized by Late Triassic to early Jurassic volcanic-plutonic arc complexes that are well-endowed with copper-gold-molybdenum porphyries including the Red Chris, Schaft Creek, Kemess, KSM and Galore Creek deposits and mines. Figure 2 - Geological Setting To view an enhanced version of this graphic, please visit: The Carmacks Project has seen significant historical work, including over 40,000 m of drilling, primarily focused on the Carmacks Main deposit. Highlights of drilling completed in 2020 and 2021 by Granite Creek are provided in Table 1. Table 1: Carmacks Project Highlight Drill Results6 Drillhole From (m) To (m) Length (m) Cu (%) Mo (%) Au (g/t) Ag (g/t) CuEq3 (%) CRM20-0019 102.85 230.12 127.27 0.61 0.028 0.13 2.14 0.79 incl 104.85 133.50 28.65 1.03 0.014 0.20 3.09 1.23 CRM21-01110 223.98 329.50 105.52 0.96 0.013 0.18 4.06 1.15 incl 223.98 245.20 21.22 2.17 0.010 0.36 9.13 2.51 CRM21-01911 277.95 345.30 67.35 0.93 0.011 0.31 4.23 1.20 incl 322.00 345.30 23.30 1.70 0.016 0.57 7.51 2.18 CRM21-02512 88.65 209.30 120.65 0.76 0.016 0.14 2.53 0.92 incl 106.00 155.40 49.40 1.08 0.015 0.20 3.41 1.28 Granite Creek completed an updated Mineral Resource Estimate in 2022 on the Carmacks Main deposit, which is summarized in Table 2. These mineralized zones remain open along strike and at depth, with much of the historical drilling focused on near-surface oxide mineralization, overlooking the significant potential for more sulfide mineralization throughout the system. Table 2: Carmacks Project Mineral Resource Estimate1 Category Cut-off2 Tonnes Copper Silver Gold Molybdenum Copper Equiv.3(Cu %) Mt % Mlbs g/t Ounces g/t Ounces % Mlbs % Mlbs In-Pit Oxide Measured 0.30 11.36 0.96 239 4.11 1,501,000 0.40 145,000 0.006 1.5 1.28 319 Indicated 0.30 4.33 0.91 87 3.37 469,000 0.28 39,000 0.007 0.6 1.14 190 M&I 0.30 15.69 0.94 326 3.91 1,971,000 0.36 184,000 0.006 2.1 1.23 424 Inferred 0.30 0.22 0.52 2.5 2.44 17,000 0.09 1,000 0.006 0.03 0.62 3 In-Pit Sulphide Measured 0.30 5.71 0.68 86 2.54 467,000 0.16 28,000 0.016 2.0 0.85 107 Indicated 0.30 13.49 0.72 214 2.83 1,226,000 0.19 82,000 0.013 4.0 0.90 269 M&I 0.30 19.19 0.71 300 2.74 1,693,000 0.18 110,000 0.014 6.0 0.89 377 Inferred 0.30 1.68 0.51 19 2.24 120,895 0.13 7,000 0.020 0.7 0.67 25 Below Pit Sulphide Measured 0.60 0.03 0.71 0.41 2.54 2,000 0.16 132 0.010 0.0 0.86 0.5 Indicated 0.60 1.34 0.82 24 2.88 124,000 0.19 8,000 0.012 0.4 1.00 30 M&I 0.60 1.37 0.82 25 2.88 126,000 0.19 8,000 0.012 0.4 1.00 30 Inferred 0.60 0.97 0.77 16 2.48 77,000 0.17 5,000 0.012 0.3 0.94 20 Combined Total M&I Various 36.25 0.81 651 3.25 3,790,000 0.26 302,000 0.010 9 1.04 831 Inferred Various 2.86 0.60 38 2.34 214,895 0.14 13,000 0.016 1 0.76 48 A preliminary economic assessment was completed in 2023 on the Carmacks Main deposit, envisioning a 7,000 tpd open pit mine with conventional flotation to produce a copper concentrate. This study included processing of both oxide and sulfide material, and yielded the results shown in Table 3. Table 3: Carmacks Project PEA Economics4Base Case Case 1 Copper Price (US$/lb) 3.75 4.25 Gold Price (US$/oz) 1,800 2,000 Silver Prince (US$/oz) 22 25 Exchange Rate ($:US$) 0.75 0.75 Pre-Tax NPV @5% $324.1M $475.0M Pre-Tax IRR 36% 48% Pre-Tax Net Cash Flow $505.9M $714.5M After Tax NPV @5% $230.5M $330.1M After Tax IRR @5% 29% 38% After Tax Net Cash Flow $371.2M $507.4M Transaction Terms Pursuant to the Arrangement Agreement, Cascadia will acquire all the issued and outstanding common shares of Granite Creek in exchange for common shares of Cascadia by way of a plan of arrangement under the Business Corporations Act (British Columbia). Each Granite Creek share will be exchanged for 0.25 of a Cascadia share (the "Exchange Ratio"). Upon completion of the Transaction, existing Cascadia and Granite Creek shareholders will own approximately 59% and 41% of the issued and outstanding shares of the combined company, respectively (excluding any securities issued in the Placement, as defined below). Outstanding stock options of Granite Creek will be exchanged for options of Cascadia and all warrants of Granite Creek will become exercisable to acquire common shares of Cascadia, in amounts and at exercise prices adjusted in accordance with the Exchange Ratio. Granite Creek will hold a special meeting of Granite Creek securityholders in connection with the Transaction (the "Meeting"). Granite Creek expects to hold the Meeting in July 2025, and the Transaction is expected to close shortly thereafter, subject to customary closing conditions and approvals. In addition to securityholder approvals, the Transaction is also subject to, among other things, obtaining customary regulatory approvals including applicable TSX Venture Exchange ("TSX-V") approvals. The Transaction is arm's length for the purposes of the TSX-V's policies. The Agreement contains customary reciprocal deal-protection provisions. Under certain circumstances, Cascadia or Granite Creek may be entitled to a reciprocal termination fee of $500,000. Further details regarding the terms and conditions of the Transaction are set out in the Agreement, which has been filed by Cascadia and Granite Creek under their respective SEDAR+ profiles. Further information respecting the Agreement and the Transaction will be provided in the Granite Creek information circular which will be sent to Granite Creek's securityholders in connection with the Meeting. Principle Conditions to Completion The Transaction will be effected by way of a plan of arrangement under the Business Corporations Act (British Columbia), requiring the approval of at least: (i) 66⅔% of the votes cast by Granite Creek shareholders and optionholders (voting as a single class) (the "Granite Creek Securityholders"); and (ii) a simple majority of the votes cast by Granite Creek shareholders, excluding the votes cast by certain persons in accordance with Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). No finders' fees are being paid in connection with the Transaction. The completion of the Transaction is subject to a number of terms and conditions, including, without limitation, the following: (i) acceptance by the TSX-V; (ii) approval of the British Columbia Supreme Court; (iii) there being no material adverse changes in respect of Granite Creek or Cascadia; and (iv) other standard conditions of closing for a transaction of this nature. There can be no assurance that the necessary terms or conditions will be met or that the Transaction will be completed as proposed or at all. Recommendation by the Boards of Directors and Fairness Opinion The board of directors of Granite Creek received a fairness opinion from Evans & Evans Inc. stating that, as of June 8, 2025 of such opinion and subject to the assumptions, limitations and qualifications contained in its opinion, the consideration to be received by Granite Creek Securityholders pursuant to the Transaction is fair, from a financial point of view, to the Granite Creek Securityholders. The board of directors of Granite Creek, as well as the independent directors voting as a group, unanimously approved entering into the Agreement and unanimously recommended that Granite Creek Securityholders vote in favour of the Transaction. The Agreement has been unanimously approved by the board of directors of Cascadia. Board of Directors and Management of Resulting Issuer Upon closing of the Transaction, Timothy Johnston, Granite Creek's current President and CEO, is expected to join the board of directors of Cascadia. Voting Support Agreements The officers and directors of Granite Creek, collectively holding approximately 6% of Granite Creek's shares issued and outstanding, have entered into voting support agreements pursuant to which they have agreed, among other things, to vote their Granite Creek shares in favour of the Transaction. Transaction Timeline Pursuant to the Agreement and subject to satisfying all necessary conditions and receipt of all required approvals, the parties anticipate completion of the Transaction on or about July 2025. In connection with completion of the Transaction, Granite Creek shares will be de-listed from the TSX-V and following closing, Granite Creek will make an application to cease to be a reporting issuer under Canadian securities laws. Concurrent Private Placement and Consolidation In connection with the Transaction, Cascadia is undertaking a concurrent non-brokered private placement (the "Placement") to raise gross proceeds up to C$2,250,000 by the sale of: (a) up to 14,285,714 subscription receipts ("Subscription Receipts") at a price of $0.14 per Subscription Receipt for gross proceeds of up to C$2,000,000; and (b) up to 1,785,714 units ("Cascadia Units") at a price of C$0.14 per Cascadia Unit for gross proceeds of up to C$250,000. Each Subscription Receipt will entitle the holder to receive at the effective time of the Transaction one unit of Cascadia consisting of one Cascadia share and one common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder thereof to purchase an additional Cascadia share at a price of $0.24 per share for a period of two years following the date of issuance of the Warrant. The Cascadia Units also consist of one Cascadia share and one common share purchase warrant having the same terms as the Warrants forming part of the units underlying the Subscription Receipts. Certain directors, officers and insiders of Cascadia may participate in the Placement. The proceeds from the sale of the Subscription Receipts will be held in escrow pending the closing of the Transaction. If the closing of the Transaction has not completed by August 29, 2025, the Subscription Receipts will be cancelled and the escrowed proceeds returned to the subscribers. The proceeds from the sale of the Cascadia Units will not be escrowed, but will be available to Cascadia for its immediate use, unconditional on the closing of the Transaction. Cascadia may pay customary finders' fees in connection with the Placement. The Placement is subject to the approval of the TSX-V. Cascadia will use the proceeds of the Placement to pay expenses associated with the Transaction and to conduct exploration on the Carmacks Project. Following the closing of the Transaction and Placement, Cascadia will consider undertaking a consolidation of its issued and outstanding common shares at a ratio and on a timeline to be determined. Bridge Loan Cascadia will provide a non-interest-bearing bridge loan to Granite Creek in the amount of $375,000 to cover certain transaction costs (the "Bridge Loan"), subject to TSX-V approval. If the Agreement is terminated for any reason, the Bridge Loan will be repayable on demand by Cascadia in cash or, at Cascadia's option, may be converted to up to 12,500,000 common shares of Granite Creek at a price of $0.03 per share. Shares for Debt Transaction In connection with the Transaction, Granite Creek intends to settle an aggregate of up to approximately $521,000 of indebtedness owing to TruePoint Exploration Inc. ("TruePoint") and a Carmacks North royalty holder in exchange for Granite Creek shares (the "Shares for Debt Transaction"). Pursuant to the Shares for Debt Transaction, Granite Creek shares will be issued at a price per share equal to the closing price of the Granite Creek shares on June 9, 2025, subject to the polices of the TSX-V. The shares will be exchanged for Cascadia shares pursuant to the Transaction. TruePoint is a privately held exploration service company that provides exploration and administrative services to Granite Creek. TruePoint is more than 50% owned by directors and senior officers of Granite Creek, being Mr. Timothy Johnson, Mr. Michael Rowley and Ms. Susan Henderson. Granite Creek's indebtedness to TruePoint relates primarily to certain long-term loans owing to TruePoint for past services rendered. Following the Shares for Debt Transaction, and based on the closing price of Granite Creek shares on June 6, 2025, TruePoint will hold 15,354,273 Granite Creek shares, representing approximately 7.7% of the outstanding Granite Creek shares at the time of issuance. The Shares for Debt Transaction is subject to TSX-V approval, including any disinterested shareholder approval required pursuant to the policies of the TSX-V. The Shares for Debt Transaction with TruePoint is considered a "related party transaction" for purposes of MI 61-101. The issuance of these Granite Creek shares will be completed in reliance on exemptions available under MI 61-101 from the formal valuation and minority approval requirements of MI 61-101. Specifically, these Shares for Debt Transactions will be exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on Section 5.5(b) of MI 61-101 as Granite Creek is not listed on a specified market within the meaning of MI 61-101. Additionally, the issuance is exempt from the formal valuation and minority approval requirement in Section 5.6 of MI 61-101 in reliance on Section 5.7(1)(a) of MI 61-101 as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the shares exceeds 25% of Granite Creek's market capitalization. Granite Creek's board of directors and independent directors (as such term is defined in MI 61-101) have, acting in good faith, determined that the Shares for Debt Transaction is in the best interest of Granite Creek. Advisers and Counsel Cascadia has engaged Stikeman Elliott LLP as its legal adviser in connection with the Transaction. Sangra Moller LLP is acting as legal adviser to Granite Creek and Evans & Evans Inc. provided a fairness opinion to the Granite Creek board of directors. About Cascadia Cascadia is a Canadian junior mining company focused on making new copper and gold discoveries the Yukon and British Columbia. Cascadia's flagship Catch Property in the Yukon hosts a brand-new copper-gold porphyry discovery where inaugural drill results returned broad intervals of mineralization, including 116.60 m of 0.31% copper with 0.30 g/t gold13. Catch exhibits extensive high-grade copper and gold mineralization across a 5 km long trend, with rock samples returning peak values of 3.88% copper13, 1,065 g/t gold7, and 267 g/t silver7. In addition to Catch, Cascadia is conducting exploration work at its Macks and Milner properties - recently staked Catch analogues within Yukon's Stikine Terrane which have additional copper porphyry targets. Cascadia has approximately 70 million shares outstanding and its largest shareholders are Hecla Mining Company, Michael Gentile and Barrick Gold. About Granite Creek Granite Creek is a growth stage exploration company, focused on the acquisition and development of exploration properties that host, or have the potential to host, precious base or battery metals. GCX's flagship asset is the Carmacks Project in the high-grade Minto copper district in Yukon Territory, Canada. The project is located south of and within 35km of the Minto mine. Qualified Person The technical information in this news release has been approved by Andrew Carne, VP Corporate Development for Cascadia and a qualified person for the purposes of National Instrument 43-101. Disclosure Notes The Mineral Resources disclosed here are referenced from the 2023 Technical Report on the Carmacks Project Preliminary Economic Assessment, authored by SGS Canada Inc. for Granite Creek Copper, and have not been independently reviewed by Cascadia. Mineral Resources are reported based on a 0.30% copper cut-off for mineralization classified as in-pit, and a 0.60% copper cut-off for mineralization classified as below-pit. Copper equivalent value assumes metal prices of $3.75/lb copper, $2,000/oz gold, $25/lb silver, $12/lb molybdenum, and recoveries of 82% for copper, 70% for gold, 69% for silver, and 70% for molybdenum, and has been re-calculated for consistency of presentation. Pricing for the base case economic analysis was US $3.75/lb copper, US $1,800/oz gold, and US $22/oz silver at an exchange rate of $1:US$0.75. For more details on the economic analysis, refer to the 2023 Technical Report on the Carmacks Project Preliminary Economic Assessment, authored by SGS Canada Inc. for Granite Creek Copper. The results of the Carmacks preliminary economic assessment are preliminary in nature, it includes inferred mineral resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves, and there is no certainty that the preliminary economic assessment will be realized. Please refer to Granite Creek's August 24, 2021, News Release for more information on CRM21-011. Reported lengths are drilled widths. Estimated true widths vary but are expected to be typically 60-70% of the intersected widths. Please refer to Cascadia's July 25, 2024, News Release for more information on Amp Zone results. For more information, see CBC News article dated September 7, 2024, entitled "Selkirk First Nation clears 1st hurdle to buy Yukon's abandoned Minto mine", available here: Please refer to Granite Creek's February 11, 2021, News Release for more information on CRM20-001. Please refer to Granite Creek's August 24, 2011, News Release for more information on CRM21-011. Please refer to Granite Creek's October 28, 2021, News Release for more information on CRM21-019. Please refer to Granite Creek's March 10, 2022, News Release for more information on CRM21-025. Please refer to Cascadia's July 19, 2023, News Release for more information. Results referenced in this release represent highlights only. Below detection values for gold, copper, silver and molybdenum have been encountered in drilling, soil and rock samples in these target areas. Disclosure regarding the Carmacks Project is reliant on previous disclosure made by Granite Creek. Results from this project have not been independently verified by Cascadia. On behalf of Cascadia Minerals Ltd. Graham Downs, President and CEO For further information, please contact:Andrew Carne, VP Corporate DevelopmentCascadia Minerals Ltd. T: 604-688-0111 ext. 106acarne@ On behalf of Granite Creek Copper Ltd. Timothy Johnson, President and CEO For further information, please contact:Timothy Johnson, President & CEOTelephone: 1 (604) 235-1982Toll Free: 1 (888) 361-3494E-mail: info@ 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 NEWS RELEASE. Cautionary note regarding forward-looking statements: This press release may contain "forward-looking information" within the meaning of applicable securities laws. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements. The statements in this press release are made as of the date of this press release. Cascadia and Granite Creek undertake no obligation to update forward-looking information, except as required by securities laws. To view the source version of this press release, please visit Sign in to access your portfolio
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08-05-2025
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RETRANSMISSION: Group Eleven to be Featured on Radius Research for a Live Company Pitch, Deep Dive and Q&A Webinar
Vancouver, British Columbia--(Newsfile Corp. - May 8, 2025) - Group Eleven Resources Corp. (TSXV: ZNG) (OTC Pink: GRLVF) (FSE: 3GE) ("Group Eleven" or the "Company") is pleased to invite investors and other interested parties to attend the Company's upcoming interview with Radius Research. CEO Bart Jaworski is providing an update on ZNG's Ballywire high-grade zinc-lead-silver (+/- germanium, +/- copper) discovery in the Republic of Ireland. Group Eleven is a mineral exploration company focused on advanced-stage zinc exploration in the Republic of Ireland. Group Eleven announced the Ballywire zinc-lead-silver discovery in September 2022. Ballywire is located 20 kilometres from the company's 77.64-per-cent-owned Stonepark zinc-lead deposit, which itself is located adjacent to Glencore's Pallas Green zinc-lead deposit. The company's two largest shareholders are Glencore Canada (16.1% interest) and Michael Gentile (16.0 %). The webinar will be a live, interactive online event where attendees are invited to ask the Company questions in real-time following the interview. An archived webcast will be made available for those who cannot join the event live on the day of the webinar. To view an enhanced version of this graphic, please visit: Event: Radius Research Pitch, Deep Dive and Q&A with Group Eleven ResourcesPresentation Date & Time: Friday, May 9th @ 1 PM ET / 10 AM PT Webcast Registration Link: Market Radius Research gives individual investors access to in-depth CEO interviews with deep-dive institutional-level discussion and Q&A. Market Radius is hosted by Martin Gagel, former top-ranked sell-side technology and specialist analyst. By registering for this webinar you agree to receive a weekly email from Radius Research (with one-click unsubscribe if you're not interested) and your contact information will be shared with the presenting company. About Group Eleven Resources Group Eleven Resources Corp. (TSXV: ZNG) (OTC Pink: GRLVF) (FSE: 3GE) is a mineral exploration company focused on advanced stage zinc exploration in the Republic of Ireland. Group Eleven announced the Ballywire discovery in September 2022. The Company's two largest shareholders are Glencore Canada Corp. (16.1% interest) and Michael Gentile (16.0%). Additional information about the Company is available at ON BEHALF OF THE BOARD OF DIRECTORSBart Jaworski, Executive Officer E: | T: +353-85-833-2463E: | T: 604-644-9514 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 Note Regarding Forward-Looking Information This press release contains forward-looking statements within the meaning of applicable securities legislation. Such statements include, without limitation, statements regarding the future results of operations, performance and achievements of the Company, including the timing, content, cost and results of proposed work programs, the discovery and delineation of mineral deposits/resources/ reserves and geological interpretations. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. The Company cautions investors that any forward-looking statements by the Company are not guarantees of future results or performance, and that actual results may differ materially from those in forward looking statements as a result of various factors, including, but not limited to, variations in the nature, quality and quantity of any mineral deposits that may be located. All of the Company's public disclosure filings may be accessed via and readers are urged to review these materials, including the technical reports filed with respect to the Company's mineral properties. To view the source version of this press release, please visit
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03-03-2025
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Capitan Silver Corp Announces Phase 1 Exploration Program for 2025
Vancouver, British Columbia--(Newsfile Corp. - March 3, 2025) - Capitan Silver Corp. (TSXV: CAPT) ("Capitan" or "the Company") is pleased to provide guidance on its exploration strategy at its high-grade silver Cruz de Plata Project located in Durango, Mexico. A Phase 1 drill program, expected to commence in early March, will test several high-priority silver targets. Key Highlights: With the recent closing of Capitan's C$5.3M equity financing led by a strategic investment from the Jupiter Silver & Gold Fund, together with continued support from Capitan's largest shareholders Michael Gentile and Construplan, the Company is pleased to announce its plans to recommence drilling activities at its flagship Cruz de Plata high-grade silver project. A Phase 1 exploration program will target an initial 10,000 metres of reverse circulation (RC) drilling and will be focused on high-priority silver targets that have been identified to date from prior work programs. The following priorities will be included in the Phase 1 exploration program: Phase 1 Exploration Program Definition and step out drilling of high-grade silver mineralization at Jesus Maria: Since the conclusion of drilling in 2022, surface sampling in 2023 and 2024 has continued to outline and confirm the continuity of high-grade silver veins and structures on surface, with grab samples returning values between 200 and 913 g/t silver on the recently acquired Fresnillo claims. New interpretations have linked this new zone of mineralization with the Jesus María vein, expanding the surface footprint of high-grade silver mineralization to 2.6km in strike, with 1.3km already confirmed to date in shallow drilling. Previously announced drill highlights include: The 2025 Phase 1 drilling program will focus on delineating high-grade Silver mineralization on the recently acquired Fresnillo claim, which has seen very little historic drilling. Mineralization along this zone remains open along strike, down-dip and towards surface (See Zone A in Figures 1 & 2 below). Step out drilling along the Gully Fault zone to the northeast (NE): The Gully Fault zone is of particular interest as it is a younger style of mineralization that overprints the high-grade, silver-polymetallic (Ag-Au-Pb-Zn) veins at Jesus Maria. The Gully Fault has a different style of mineralization which is characterized by high grade silver with gold. Previous drilling has intersected impressive silver grades with previously announced drill highlights including: For the 2025 phase 1 drill program, the Company intends to continue tracing Gully Fault style, high-grade silver-gold mineralization down-plunge to the southwest, as well as evaluate its potential to the northeast, especially where it is interpreted to intersect the east-west trending Santa Theresa Fault. Grab samples in this area of limited outcrop exposure have returned values ranging from 150 to 460 g/t Ag. Numerous, historic pits and mine workings have also been located along this trend (See Zone B in Figures 1 & 2 below). Develop new high-grade silver drill targets on parallel, mineralized structures to the north of Jesus Maria: Additional work programs consisting of prospecting, geochemistry and geophysics will be focused on advancing drill targets on secondary, parallel, mineralized structures located to the north and northeast of the main Jesus Maria silver trend. In total, there are 8 silver mineralized structures that have been identified at Cruz de Plata, for a cumulative strike length of 7km (See Zone C in Figure 2 below). Updated Mineral Resource Estimate (MRE) for the Capitan Hill Oxide Gold Deposit: An updated Mineral Resource Estimate for the Capitan Hill Oxide Gold Deposit is expected to be completed in Q2 2025. Capitan Hill currently has an inferred, NI-43-101 compliant resource of 305,000 oz at 0.46 g/t gold, based on 6,717m of historic drilling (See the Technical Report: Strickland and Sim (2020), Penoles Gold-Silver Project, Durango Mexico). The updated resource estimate will incorporate an additional, 12,209m of drilling, that was completed by Capitan in 2021 and 2022, which has doubled the footprint of the deposit along strike and at depth (See Zone D in Figured 2 & 3 below). Alberto Orozco, Capitan's CEO stated: "I am very excited about the upcoming restart of drilling at the Cruz de Plata project. Over the past several months, our technical team has been diligently refining and enhancing our understanding of key drill targets. With the successful closing of our recent financing, we are now positioned to begin testing these targets as we continue to evaluate the project and generate new opportunities. I have great confidence in the geology and strong potential of Cruz de Plata, and I believe this next phase of work will be instrumental in unlocking its value." Figure 1. Vertical long section of Cruz de Plata high-grade silver trend. A) On-strike extension to the East of Jesus María vein; B) NE on-strike extension of Gully Fault zone; To view an enhanced version of this graphic, please visit: Figure 2. Target map of Cruz de Plata project showing exploration priorities for the Phase I exploration program in this release.A) On-strike extension to the East of Jesus María vein; B) NE on-strike extension of Gully Fault zone; C) Additional surface work to refine new drill targets north of Jesús María vein; D) Resource update of Capitan hill disseminated oxide gold deposit. To view an enhanced version of this graphic, please visit: Figure 3. 3D view of the Capitan Hill disseminated oxide gold deposit looking N-NW. Top: Gold deposit with drilling up to 2014. Bottom: Expanded footprint of gold deposit after Capitan Silver's additional 12,209m of drilling. To view an enhanced version of this graphic, please visit: Qualified Person & QA/QC The scientific and technical data contained in this news release pertaining to the Cruz De Plata Project was reviewed and approved by Marc Idziszek, a non-independent qualified person to Capitan Mining, who is responsible for ensuring that the technical information provided in this news release is accurate and who acts as a "qualified person" under National Instrument 43-101 Standards of Disclosure for Mineral Projects. About Capitan Silver Corp. Capitan Silver (TSXV: CAPT) is a Canadian exploration company focused on advancing its Cruz de Plata silver gold project located in Durango, Mexico. The Company is led by a management team that has successfully advanced and developed several precious-metal operations in Mexico over the past 16 years. Overview: Cruz de Plata Silver Project The 2,551-hectare Cruz de Plata Silver-Gold project is located within the Altiplano region of the State of Durango, one of the safest States in Mexico in recent years. Access to the project site is excellent from either Durango or Torreon, with exploration permitted year round. The project area is the birthplace of the Peñoles Mining Company with historic mining dating back to 1887. These historical mines are contained within a well-defined, outcropping, high-grade silver trend and include the Jesús María (2.5Km strike length), Santa Teresa (1.8Km length), San Rafael North (1.3Km) vein trend. These veins are believed to be part of a much larger Intermediate sulfidation system that stretches across the Cruz de Plata property. Grades from historic mining along with these veins ranged from 300 to 2,000 g/t Ag, 3-12% Pb, and 4-10% Zn. The style of mineralization at the Cruz de Plata Silver belt is mostly Intermediate sulfidation. Drilling by the Company and previous operators has focused mostly on the Jesús María vein system as well as along cross-cutting Gully Fault Ag-Au zone. Drill highlights include: JM_DDH_13_06: 0.9m of 3,567 g/t AgEq within a wider interval of 13.7m of 381.06 g/t AgEq 21-JMRC-10: 1.5m @ 2,250.1 g/t AgEq within a wider interval of 16.8m @ 309.82 g/t AgEq 21-JMRC-01: 1.5m @ 1,099.3 g/t AgEq and 1.5m @ 1,267.2 g/t AgEq within a wider interval of 42.7m @ 207.82 g/t AgEq 22-JMRC-22: 1.5m of 1,431.68 g/t AgEq within a wider interval of 10.7m of 314.54 g/t AgEq JM_DDH_14_24: 7.15m of 1,024.4 g/t AgEq within a wider interval of 42.0m of 244.72 g/t AgEq JM_DDH_13_07: 2.0m of 970.77 g/t AgEq within a wider interval of 6.0m of 368.3 g/t AgEq including 21-JMRC-03: 1.5m of 739.6 g/t AgEq, and 1.5m of 800.0 g/t AgEq and 1.5m @ 595.5 g/t AgEq within a wider interval of 10.7m @ 403.43 g/t AgEq JM_DDH_14_10: 4.3m of 786.5 g/t AgEq within a wider interval of 40.6m of 160.05 g/t AgEq(1) Silver equivalent calculated using the following equation: Ageq = (Ag x 0.94) + (Au x 0.86 x 80) + (Zn x 0.037 x 0.935) + (Pb x 0.03 x 0.92)(2) For further detail see appendix 1 and 2 and press releases dated February 16 2022, 08 March 2022, May 02 2022, June 29, 2022, January17, 2023.(3) AgEq grades are now calculated using metal recoveries. Intervals from historic press releases may not match current release The Jesús María vein has been drill tested over a strike length of approximately 1.3km and remains open on its eastern side as well down-dip to the south. All historic drilling by the company and previous operators have returned Jesus Maria style mineralization, with no holes missing their intended target. Other targets outside of the Jesus Maria area have seen limited to no drill testing. To date several multi-kilometer silver trends have been identified at Cruz de Plata with a cumulative strike length of +7km. In addition, the project contains the Capitan disseminated oxide gold deposit which is located in the hanging wall to the Jesús María Vein, approximately 150-300m to its south. This zone represents the top of the mineralized system and has similarities to the nearby El Castillo and San Agustin oxide gold mines that were advanced, built and operated by members of Capitan's management team. More information for the Company can be found at ON BEHALF OF CAPITAN SILVER CORP. "Alberto Orozco" Alberto Orozco, CEO For additional information contact: Alberto OrozcoCEOCapitan Silver (788) IR TeamCapitan Silver (778) Certain statements in this press release may be considered forward-looking information. These statements can be identified by the use of forward-looking terminology (e.g., "expect", "estimates", "intends", "anticipates", "believes", "plans"). Such information involves known and unknown risks -- including the availability of funds, the results of financing and exploration activities, the interpretation of exploration results and other geological data, or unanticipated costs and expenses and other risks identified by Capitan in its public securities filings that may cause actual events to differ materially from current expectations. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. 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. To view the source version of this press release, please visit
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24-02-2025
- Business
- Yahoo
Capitan Silver Announces Closing of C$5.3 Million Private Placement
Vancouver, British Columbia--(Newsfile Corp. - February 24, 2025) - CAPITAN SILVER CORP. (TSXV: CAPT) ("Capitan" or "the Company") is pleased to announce that the Company has closed its previously announced private placement (the "Private Placement") by issuing 13,250,000 Units (the "Units") at a price of $0.40 per Unit for gross proceeds of $5,300,000.00 (the "Offering"). The Offering was led by a strategic investment from the Jupiter Gold & Silver Fund ("Jupiter"). Jupiter Asset Management is a leading global asset management firm with assets under management of ~C$90 billion (as of Sept 2024). Upon closing Jupiter will own approximately 9.8% of Capitan's shares on an undiluted basis. In addition, the Company also received support from its largest shareholders including Michael Gentile, CFA; and Construcciones Planificadas (Construplan). Insiders of the Company acquired an aggregate of 287,500 Units in the Offering. Any participation by insiders in the Offering constitutes a "related party transaction" as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company has relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61 101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61 101, in respect of the related party participation in the Offering, as neither the fair market value (as determined under MI 61 101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involved the interested party, exceeded 25% of the Company's market capitalization (as determined under MI 61 101). Terms of The Offering Each Unit will consist of one common share (a "Share") in the capital of the Company and one common share purchase warrant (each whole common share purchase warrant being a "Warrant"). Each Warrant will be exercisable to acquire one Share at a price of CDN$0.50 per Share for a period of 12 months from the date of issuance subject to an Acceleration Right. During the Exercise Period, the Company shall have the right (the "Acceleration Right"), exercisable in its sole discretion by way of providing written notice (the "Acceleration Notice") to holders of Warrants, to accelerate the expiry of the Warrants to a date (the "Accelerated Expiry Date") which is 30 calendar days following the date of the Acceleration Notice. In order for the Company to exercise the Acceleration Right: (i) the closing price of the Company's Shares on the TSX Venture Exchange on the trading day immediately prior to the date of the Acceleration Notice must be greater than C$0.50; and (ii) any Acceleration Notice shall be delivered to holders of Warrants no earlier than the day immediately after the trading day immediately following the date of a public announcement of a significant property acquisition, as determined by the Company in its sole discretion. If the Company exercises its Acceleration Right, holders of Warrants shall be required to exercise or cause the exercise of all unexercised Warrants held by such holders and pay the aggregate exercise price in respect of such Warrants to the Company prior to the Accelerated Expiry Date. In the event of a failure of a holder to exercise Warrants following the exercise by the Company of the Acceleration Right, the Warrants will terminate on the Accelerated Expiry Date, and the Company may seek any other remedies available to it under law or equity. At the request of the TSXV, the Company is clarifying the automatic adjustment to warrant exercise price which was disclosed in the initial press release announcing the private placement is no longer in place. Capitan intends to use the net proceeds from the Private Placement to fund exploration activities at its Cruz de Plata gold-silver project, additional consolidation opportunities as well as to fund working capital and general corporate expenses. Closing of the Offering is subject to certain customary conditions, including, but not limited to, the receipt of all necessary regulatory approvals and acceptance of the TSX Venture Exchange. All securities issued under the Offering will be subject to a statutory hold period expiring June 25, 2025. The Company did not pay any finders fees with respect to this Offering. This press release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the 1933 Act and applicable state securities laws or an exemption from such registration is available. About Capitan Silver Corp. Capitan Silver is a well-funded junior exploration company focused on its 100% owned gold and silver Cruz de Plata Project in Durango, Mexico. The Company is led by a management team that has successfully advanced and developed several gold and silver operations in Mexico over the past 20 years. More information for the Company can be found at ON BEHALF OF CAPITAN SILVER CORP. "Alberto Orozco"Alberto Orozco, CEO For additional information contact: Alberto OrozcoCEOCapitan Silver (778) 327-6671Web: IR TeamCapitan Silver (778) 327-6671Web: Certain statements in this press release may be considered forward-looking information. These statements can be identified by the use of forward-looking terminology (e.g., "expect"," estimates", "intends", "anticipates", "believes", "plans"). Such information involves known and unknown risks -- including the availability of funds, the results of financing and exploration activities, the interpretation of exploration results and other geological data, or unanticipated costs and expenses and other risks identified by Capitan in its public securities filings that may cause actual events to differ materially from current expectations. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. 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. Not for distribution to United States newswire services or for dissemination in the United States. To view the source version of this press release, please visit
