Auric Resources signs definitive property agreement

Executive Summary

• Auric Resources Corp. entered into a definitive share purchase agreement to acquire 10003 Ontario Inc., issuing 16.7 million common shares as consideration (1‑for‑1 exchange).
• The acquisition adds exploration assets in British Columbia, Ontario and Quebec targeting copper, nickel, PGMs, gold and lithium.
• Closing is subject to TSX Venture Exchange approval and shareholder consent; related‑party directors will receive a combined 5.95 million of the consideration shares.

Key Details

• Transaction Structure: Share purchase agreement dated Sept. 26 2025; Auric to acquire all issued & outstanding shares of 10003 in exchange for 16.7 M common shares (one‑for‑one).
• Consideration Shares: 16.7 M shares; 5.95 M shares issued to non‑arm’s‑length parties (≈10% of pre‑closing Auric share pool) requiring TSX‑V majority shareholder approval.
• Related Party Allocation: CEO Morgan Tincher – 1.0 M shares; Director Thomas J. Obradovich – 4.95 M shares. Transaction exempt from formal valuation/minority approval (fair market value <25% of market cap).
• Closing Conditions: Subject to TSX Venture Exchange approval and written consent resolution by Auric shareholders; no finder’s fees payable.
• Share Resale Restrictions: Consideration shares subject to TSX‑V seed share resale restrictions and a one‑year hold period, with 20% released quarterly (first release on next TSX‑V bulletin date).
• Properties Acquired:
• Tulameen Arrastra Creek & Tulameen Granite Creek (BC): 14 unpatented claims over 26.3 km; historic work; prospective for Cu, Ni, PGM, Au; 1.5% NSR royalty to original vendors.
• Georgia Lake (ON): 2,262 ha, 107 unpatented single‑cell claims near Rock Tech Lithium’s project; located in Quetico subprovince (LCT‑type lithium); recent airborne surveys & soil sampling; no royalty noted.
• Rimouski (QC): 49 cell claims covering ~2,820 ha; hosts Quebec’s largest stream‑sediment Li anomaly; 2.0% NSR royalty to original vendors.
• Regulatory Filings: Share purchase agreement to be filed on SEDAR+; material change report for related‑party share issuances anticipated >21 days before closing.
• Qualified Person: William Yeomans, P.Geo., President of Yeomans Geological Inc., reviewed and approved technical information (also a shareholder of 10003).

Notable Quotes

(No direct quotes provided in the release.)