VIZSLA COPPER COMPLETES ACQUISITION OF DELTA AND HELM BAY PROJECTS FROM AGNICO EAGLE
Vizsla Copper Corp. (VCU) has completed the acquisition of the Delta base and precious metals project and the Helm Bay gold project from Agnico Eagle (USA) Limited, a subsidiary of Agnico Eagle Mines Limited. The transaction results in Agnico Eagle becoming Vizsla Copper's largest shareholder, holding approximately 19.99% of issued shares initially, with potential to reach ~22.0% upon shareholder approval for deferred shares. Consideration includes approximately 25.4 million common shares, warrants, net smelter return (NSR) royalties, and potential milestone payments totaling up to $20 million in cash or shares.
The acquired assets include a 100% interest in the Delta Project, a volcanogenic massive sulphide (VMS) project in central Alaska comprising 249 claims covering 16,123 hectares, and a 100% interest in the Helm Bay Project, an orogenic gold project located in southeast Alaska, 35 km north of Ketchikan.
Under the terms of the agreement, Vizsla Copper issued 22,523,283 Common Shares to Agnico Eagle, representing approximately 19.99% of issued and outstanding shares at closing. An additional 2,903,490 Common Shares are to be issued following Shareholder Approval, expected at a meeting on Nov 18, 2026. If these deferred shares are not issued by Jan 31, 2027, a non-interest-bearing promissory note for the cash equivalent value will be issued, payable in full 18 months later. The consideration also includes 3,041,480 Common Share purchase warrants, exercisable at C$1.95 per share for two years.
Vizsla Copper granted Agnico Eagle 2.0% NSR on Delta and 3.0% NSR on Helm Bay. Vizsla Copper has the right to purchase 50% of each NSR for C$5,000,000. Potential milestone payments for the Delta Project include C$5,000,000 upon public disclosure of a mineral resource estimate indicating at least 300,000 copper equivalent tonnes, C$5,000,000 upon completion of a feasibility study, and C$10,000,000 upon achieving commercial production. Payments may be satisfied in cash or Common Shares with a floor price of C$1.26/share.
A Shareholder Rights Agreement grants Agnico Eagle the right to nominate one director, or two if the board expands to 8 or more members. Agnico Eagle also holds the right to participate in equity offerings to maintain ownership up to the greater of its current interest or 19.9% on a partially-diluted basis, along with demand and piggy-back registration rights. Consideration Shares and Warrants are subject to a statutory hold of 4 months and 1 day and a contractual lock-up of 1 year, subject to customary exceptions.
The Delta Project contains a historical resource estimate from 2006 classified as Inferred. The estimate indicates 15.4 Mt at grades of 0.6% Cu, 1.6% Pb, 3.8% Zn, 62 g/t Ag, and 1.7 g/t Au, equating to 5.51% CuEq and 4.32 g/t AuEq. Contained metal includes 92.4 kt Cu, 246.4 kt Pb, 585.2 kt Zn, 30.70 Moz Ag, and 0.84 Moz Au. The estimate utilized a polygonal method with an in-situ metal value cutoff of $US80/ton and a minimum true thickness of 8 feet. A qualified person has not done sufficient work to classify this as a current mineral resource; it is treated as historical data only.
The Helm Bay Project has 17 historical occurrences documented. Historical production from the Upper and Lower Gold Standard mines prior to WWII totaled less than 10,000 ounces of gold. Historical sampling averaged 10.4 g/t Au at the Lower Gold Standard and 11.2 g/t Au at the Upper Gold Standard.
The Consideration Shares were valued at a deemed price of C$1.26 per share, resulting in an aggregate value of approximately C$32,037,734. No finder's fees are payable, and the transaction is arm's length.
Craig Parry, CEO, stated: "With the transaction now complete, we are focused on integrating Delta and Helm Bay into our exploration strategy. The addition of these assets marks an exciting new chapter for Vizsla Copper... We are also pleased to officially welcome Agnico Eagle as our largest shareholder."