Teuton outlines spinouts, talks Ram drilling results

Executive Summary

• Teuton Resources proposes two major spinout transactions that would separate a portfolio of joint‑venture mineral properties and net smelter royalty (NSR) interests into two new public companies.
• Completion of the Ram property drilling program in the Golden Triangle is announced: 2,056 m drilled across seven holes; core logging finished and assay results pending.
• The spinouts require shareholder approval, a statutory plan of arrangement, and court sanction; upon completion shareholders will hold shares in Teuton plus two new entities.

Key Details

• Spinout No. 1: Transfer of all mineral properties jointly owned with Silver Grail Resources Ltd. (50‑50 joint ventures: Ram, Clone, Fiji, Tonga, Gold Mtn., Konkin Silver, Silver Baron; 75 % Teuton / 25 % Silver Grail Midas; plus Roman property).
• Spinout No. 2: Transfer of NSR interests in the sulphurets hydrothermal system (Treaty Creek/Tudor Gold Corp., Brucejack, Newmont Mining & Crown project/Goldstorm Metals) and six additional mineral properties, plus wholly‑owned assets (Bonsai, Harry, Horatio, Lord Nelson, Stamp) and Teuton’s 45 % interest in the Del Norte property.
• NSR Details: 20 % carried interest in Treaty Creek (held with Tudor Gold); 2.5 % NSR in Goldstorm Metals’ Orion property now considered prospective. Full royalty details are on Teuton’s website.
• Spinout Mechanics: Assets will be moved to wholly‑owned subsidiaries (“Company X” for Spinout 1, “Company Y” for Spinout 2) via a share‑capital reorganization under the Business Corporations Act (BC). Requires Supreme Court of BC approval and affirmative vote of two‑thirds of shareholders present.
• Share Allocation: Post‑spinout, Teuton shareholders will receive shares in three public companies (Teuton plus the two spinouts); exact share counts to be determined on a pro‑rata basis. Additional cash, securities or land may also be transferred to the new entities.
• Ram Property Drilling Update: 2,056 m drilled in seven holes; core logged, diamond‑sawed, and shipped to MSALabs for assay (assays held until all seven samples are received).
• Field Observation: Director Jeff Kyba discovered a new surface showing of net‑textured chalcopyrite while walking the projection of hole 7. Photographs of mineralized core were taken during drilling.
• Qualified Person: Dino Cremonese, PEng – President & CEO (not independent).

Notable Quotes

“Moving the non‑Treaty Creek interests into the proposed spinout companies will give these assets a chance to be valued on their own merits… Teuton shareholders benefit from receiving shares in two new spinout companies, either of which could grow into much larger concerns.” – Dino Cremonese, President & CEO.