Mirasol Signs Agreement for the Sale of the Sascha-Marcelina Projects in Argentina for US$1.5 Million Plus Royalty

Executive Summary

• Mirasol Resources signed a binding heads‑of‑agreement to sell its 100% owned Sascha Project and assign the option to purchase Marcelina Project to Andara Mining, which is being acquired by Pursuit Minerals.
• Total consideration for the transaction is US $1.5 million, with Mirasol retaining a 1.5 % NSR royalty and optional buy‑back rights (US $1.5 M for the first 0.75 % within two years of commercial production and US $4 M for the remaining 0.75 % within three years).
• Completion is subject to customary conditions precedent, expected on or before November 30 2025.

Key Details

• Parties: Mirasol Resources Ltd.; Andara Mining Pty Ltd (to be acquired by Pursuit Minerals Ltd.).
• Assets Transferred: 100 % of the Sascha Project (5 km‑long vein zone) and assignment of the Option to Purchase Agreement for the Marcelina Project (5,700 ha).
• Consideration: US $1,500,000 payable by November 30 2025.
• Royalty Retention: Mirasol keeps a 1.5 % Net Smelter Return royalty on the Sascha‑Marcelina Projects.
• Buy‑Back Options:
• First 0.75 % of the royalty may be repurchased for US $1,500,000 within two years after commercial production starts.
• Remaining 0.75 % may be repurchased for an additional US $4,000,000 within three years after commercial production starts.
• Conditions Precedent: Standard closing conditions and waivers to be satisfied by November 30 2025.
• Strategic Rationale (Mirasol): Monetize non‑core assets, strengthen balance sheet, fund ongoing exploration programs while retaining upside through royalty and buy‑back rights.
• Project Background – Sascha: Staked in 2003; partially drill‑tested 2006‑2009; 5 km vein zone.
• Project Background – Marcelina: Option agreement with Minera Piuquenes S.A.; staged option payments totalling US $3.75 M over six years (US $250k already paid); additional cash payments due Dec 1, 2025‑2027.
• Exploration Highlights (historical): Integrated district‑scale interpretation shows a 16.5 × 4.0 km hydrothermal footprint; surface mapping, rock chip sampling, IP geophysics (40 line‑km); 2,814 m of drilling in 2021 with encouraging gold‑silver intercepts across multiple trends.

Notable Quotes

• “The sale of our Sascha‑Marcelina Projects demonstrates our continued focus to unlock value from our underappreciated non‑core assets… The payment of US $1.5 million will strengthen our balance sheet and contribute to our exploration plans while the remaining royalty will ensure we participate in future success at Sascha‑Marcelina.” – Tim Heenan, President & CEO, Mirasol Resources Ltd.