Centenario Signs LOI to Acquire the Cabot Copper and Gold Project in Newfoundland and Labrador, Announces A $1.5 Million Financing and Share Consolidation

On October 14, 2025, Centenario Gold Corp. announced a comprehensive corporate restructuring plan, consisting of three main components: 1. Project Acquisition: The company has signed a non-binding Letter of Intent (LOI) to acquire the Cabot Mineral Project, a copper-gold-cobalt asset in Newfoundland, Canada. The acquisition terms include staged payments of $300,000 in cash, 3,000,000 post-consolidation shares, and $1,650,000 in exploration expenditures. The project is subject to a 3.0% Net Smelter Return (NSR) royalty, of which 1.5% can be repurchased for $1.5 million. 2. Share Consolidation: The company intends to conduct a share consolidation (rollback) on a basis of up to one new share for every ten old shares (10:1). This is intended to improve trading liquidity and facilitate future capital raises. 3. Financing: Centenario plans to raise up to $1.5 million through a non-brokered private placement. The financing will consist of up to 15,000,000 units at a price of $0.10 per unit. Each unit comprises one common share and one-half of a purchase warrant, with each whole warrant exercisable at $0.15 for 24 months. This financing is critical for funding the project acquisition and general working capital.

This news is a material and positive development, representing a complete corporate reset and a necessary lifeline for a company on the brink of collapse.

Historical Context: * Failed Flagship Project: The company's previous focus was the Eden Gold-Silver project in Mexico. After an initial drill program in early 2024, the March 7, 2025, release admitted results were disappointing, stating they were "unable to repeat the results obtained on surface." This destroyed market confidence, as reflected in the stock's collapse from $0.18 to $0.01. * Insolvency: The company's financial situation became dire. An attempted $1 million financing at $0.05 in May 2024 appears to have failed. A Management Cease Trade Order (MCTO) was issued on May 1, 2025, because the company had a "Lack of funds to pay auditor." * Dire Financials: The Q1 2025 financial statements (as of March 31, 2025) confirmed this, showing only $3,156 in cash against $158,188 in liabilities, resulting in a working capital deficiency of over $153,000. The company was functionally insolvent.

Assessment of the New Plan: * Survival: The announced transaction is the only viable path forward. Without this acquisition, financing, and restructuring, Centenario faced imminent bankruptcy or delisting. The $1.5 million financing, if successful, will allow the company to clear its debts (including $131,380 owed to related parties), pay its auditor, lift the MCTO, and fund a new beginning. * Strategic Pivot: The company is wisely abandoning its failed Mexico asset and pivoting to a politically stable and active mining jurisdiction (Newfoundland), near other successful projects like Firefly Metals' Ming Mine. This provides a compelling new narrative for investors. * Necessary Restructuring: The share consolidation is not optional; it is essential to repair the broken capital structure. A $0.01 stock is un-investable for most funds and serious investors. The rollback will create a more respectable share price (e.g., $0.10, in line with the financing) and make the share structure more manageable. * Massive Dilution (The Trade-Off): This rescue comes at a steep price for existing shareholders. If the consolidation is 10:1 and the financing and property acquisition are completed, the share count will increase from ~4.2M post-consolidation shares to over 22M shares. This means existing shareholders will be diluted by approximately 80%. However, owning ~20% of a recapitalized, active company is unequivocally better than owning 100% of an insolvent shell.

This is a high-risk, high-reward turnaround play. The plan is sound on paper, but execution is everything.

Centenario Gold Corp. is a junior mineral exploration company. Its historical flagship asset was the Eden Gold-Silver Project in Sinaloa, Mexico. Following poor drill results and financial distress in 2024-2025, the company has pivoted. Its new proposed flagship asset is the Cabot Copper-Gold Project in Newfoundland and Labrador, Canada, an early-stage exploration property with historical high-grade surface samples.