Ashley Gold Corp. Options Majority of its Tabor-Sakoose District Scale Package for Consideration up to $375,000, Provides Update

Executive Summary

• Ashley Gold Corp. has finalized negotiations on an option agreement to sell its 100% owned Tabor‑Sakoose claims, providing a cash component of up to C$150,000 and equity consideration valued at $225,000 in a listed entity.
• The deal includes staged payments ($50k on signing, possible additional $50k for due‑diligence extension, $50k on sale) and equity tranches released over 12 months post‑sale or listing.
• Proceeds will strengthen the balance sheet, support near‑term exploration in Ontario, and facilitate steps toward dual‑listing on the Frankfurt exchange and potential OTC listing.

Key Details

• Transaction Structure:
• Base cash component: C$100,000 (maximum C$150,000).
• Equity consideration: $225,000 of a listed entity’s shares, unlocked in three equal tranches every six months after the sale or listing date.
• Payment Schedule:
• $50,000 payable on signing (already paid).
• Optional extension of due‑diligence period by 3 months with an additional $50,000 payable to Ashley.
• $50,000 payable upon completion of the sale to a listed entity.
• Finder’s Fee: 10% of cash received and 10% of equity received will be paid in Ashley stock at the time of free trading.
• Retention of Claims: Ashley retains a portion of the original Santa‑Maria claims; the Tabor‑Sakoose claims are subject to the option agreement.
• Strategic Impact:
• Enhances liquidity for upcoming exploration programs in Dryden, ON (Santa‑Maria, Burnthut, Howie, Alto‑Gardnar).
• Supports company’s plan to pursue a dual listing on the Frankfurt exchange and evaluate an OTC listing to broaden investor base.
• Exploration Outlook:
• Following completion of Alto‑Gardnar channeling work, the team will move to Santa‑Maria for additional prospecting.
• Further announcements expected in coming weeks regarding advanced exploration plans in Dryden, ON.
• Technical Information:
• Santa‑Maria claims include the Lee Lake Southeast occurrence (near Kawashegamuk Lake shear zone) and a pit with quartz veins containing trace galena, chalcopyrite, and pyrite; no drilling has yet been performed.
• Qualified Person: Darcy Christian, P.Geo., CEO, reviewed technical information per NI 43‑101.

Notable Quotes

• “I am excited to share that Ashley has concluded negotiations that will strengthen the balance sheet ahead of further exploration activities… This option agreement unlocks significant value for the company, with a full sale ensuring retained upside through an equity stake.” – President Noah Komavli
• “With this boost in capital liquidity, Ashley is positioned to achieve additional near‑term objectives… I look forward to providing further updates on our exploration strategy in Ontario shortly.” – President Noah Komavli