Silicon Metals Corp. Enters Share Purchase Agreement for the Acquisition of the Crystal Hills Project

Executive Summary

• Silicon Metals Corp. entered into a definitive share purchase agreement to acquire all issued and outstanding shares of 1504947 B.C. Ltd., gaining 100% ownership of the Crystal Hills high‑purity quartzite project in Ontario.
• Consideration consists of 2,000,000 common shares at a deemed price of $0.065 per share plus an aggregate cash payment of $85,000 to the Target’s shareholders.
• Upon closing, Silicon Metals’ outstanding share count will increase to 49,716,690 shares; the issued Silicon Shares are subject to a 24‑month resale‑restriction schedule.

Key Details

• Target: 1504947 B.C. Ltd., holder of a 100% interest in the Crystal Hills Project (≈400 ha, five mineral claims, ~18 cells).
• Project Highlights: High‑purity crystalline quartzite (>98 % SiO₂), favorable topography for extraction, existing access roads, proximity to highway and rail.
• Consideration:
• Equity: 2,000,000 Silicon Metals common shares (deemed $0.065 per share).
• Cash: $85,000 paid to Target shareholders.
• Post‑Transaction Share Structure: 49,716,690 Silicon Metals shares outstanding.
• Share Release Schedule (Resale Restrictions):
• Closing Date – 0% released
• 6‑month anniversary – 25% released
• 12‑month anniversary – 50% released
• 18‑month anniversary – 75% released
• 24‑month anniversary – 100% released
• Regulatory Condition: Transaction subject to approval by the Canadian Securities Exchange (CSE).
• Related Party Disclosure: Director Raymond Wladichuk holds shares in the Target; transaction relies on MI 61‑101 exemptions as consideration does not exceed 25 % of Silicon Metals’ market cap. He abstained from board vote and disclosed his interest.
• Qualified Person: Raymond Wladichuk, P.Geo., qualified under NI 43‑101, reviewed and approved technical information.

Notable Quotes

“Our team is extremely excited with this addition to the Company's portfolio expanding our footprint of high-quality silica and potentially high‑grade, in Ontario, which we believe positions the Company very well as the mining sector, including critical metals, begins to see more attention and positive investor sentiment.” – Morgan Good, CEO & Director, Silicon Metals Corp.

All non‑material boilerplate, forward‑looking statements, and corporate background sections have been omitted for brevity.