Galactic Gold Corp. (Formerly, Logica Ventures Corp.) Announces Closing of Qualifying Transaction

Executive Summary

• Galactic Gold Corp. completed its “Qualifying Transaction” with BBG Metals Corp., resulting in a name change from Logica Ventures Corp. to Galactic Gold Corp. and a 3‑for‑1 share consolidation.
• The combined entity will resume trading on the TSX Venture Exchange under the ticker GGAU around November 5, 2025 with approximately 49.38 million post‑consolidation shares outstanding.
• Significant share lock‑up arrangements were disclosed: 10.15 million principal shares escrowed for 36 months and 7.575 million non‑principal shares subject to Seed Share Resale Restrictions (SSRR) over 12 months.

Key Details

• Transaction Completion: Closing of the Qualifying Transaction with BBG Metals Corp.; details filed on SEDAR (Oct 20, 2025).
• Name Change & Consolidation:
• Former name: Logica Ventures Corp. → New name: Galactic Gold Corp.
• Share consolidation ratio: 3 pre‑consolidation shares = 1 post‑consolidation share.
• Trading Restart: Expected to trade on TSX Venture Exchange under symbol GGAU at market open on or about Nov 5, 2025.
• Share Count Post‑Consolidation: Approximately 49,382,778 Resulting Issuer Shares outstanding, including 18,000,000 shares issued to purchasers of subscription receipts from the concurrent financing (Oct 10, 2025).
• Shares Issued to BBG Metals Holders: 26,875,000 Resulting Issuer Shares.
• Escrow Arrangement (Principals): 10.15 million shares escrowed; release schedule – 10% at closing, then 15% semi‑annually over 36 months.
• Seed Share Resale Restrictions (Non‑Principals): 7.575 million shares; release schedule – 20% at closing, then 20% quarterly over 12 months.
• CUSIP/ISIN: New identifiers are CUSIP 36315L107 and ISIN CA36315L1076.
• Share Certificate Exchange: Letters of transmittal will be mailed by Odyssey Trust Company; shareholders must return certificates per instructions. No fractional shares will be issued – any fractional entitlement is rounded down.
• Directors & Officers Post‑Transaction:
• Kenneth Berry – CEO & Director
• Rajwant Kang – CFO, Corporate Secretary & Director
• Tom Martin – Director
• Tiziano Romagnoli – Director
• Meghan Brown – Director
• Legal Advisors: Galactic Gold Corp. – McMillan LLP; BBG Metals – Maxis Law Corporation.
• Regulatory Note: Final acceptance of the transaction is subject to filing all required documentation with the TSX Venture Exchange.

Notable Quotes

(No direct quotes were provided in the release.)