Goldsky to Become 100% Owner of Barsele Gold Project via Acquisition of Agnico Eagle's 55% Interest

Executive Summary

• Goldsky Resources entered into a definitive agreement to acquire Agnico Eagle Sweden’s remaining 55% interest in the Barsele gold project, giving Goldsky 100% ownership.
• Consideration consists of US$20 million cash, 75,509,577 Goldsky common shares (≈ C$199.3 M) and a 2 % NSR royalty on Barsele; Agnostic will become a ~32.5 % shareholder of Goldsky post‑closing.
• Closing is expected in Q2 2026 (no later than June 30, 2026), subject to shareholder, TSXV and regulatory approvals; a special meeting will be held in March 2026 to obtain approval for Agnico becoming a “Control Person.”

Key Details

• Transaction Structure – Goldsky acquires Agnico Sweden’s 55 % interest in Gunnarn Mining AB (owner/operator of Barsele).
• Cash Consideration: US$20,000,000.
• Share Consideration: 75,509,577 Goldsky common shares, valued at C$2.64 per share (20‑day VWAP), total ≈ C$199,345,283. Shares subject to a hold period of 4 months + 1 day.
• Royalty Grant: 2 % net smelter return (NSR) royalty on Barsele production granted to Agnico Sweden.
• Repurchase Rights – Goldsky may repurchase the 2 % NSR for US$50 M any time before two years after commercial production; may also repurchase an existing 2 % Orex NSR for US$5 M.
• Post‑Closing Ownership: Agnico Eagle expected to hold ~32.5 % of Goldsky’s common shares (≈ 82,862,868 shares), becoming a “Control Person” under TSXV rules.
• Investor Rights Agreement: Provides Agnico with participation, top‑up, board nomination, demand and piggy‑back registration rights on customary terms.
• Special Shareholder Meeting: Planned for March 2026 to seek approval of the new Control Person; a management information circular will be filed on SEDAR+.
• Closing Conditions: Subject to shareholder, TSXV, and other regulatory approvals; anticipated no later than June 30, 2026.
• Advisory Fee: Nuvolari Capital Limited to receive 3 % of the aggregate cash + share consideration (≈ C$6,797,559) in the form of 2,574,833 Goldsky shares (based on C$2.64 per share).
• Barsele Project Highlights –
• Location: Västerbottens Län, northern Sweden; ~25,000 ha within Fennoscandian Shield.
• Indicated Resources: 7.88 Mt @ 1.27 g/t Au = 320,781 oz Au.
• Inferred Resources: 28.75 Mt @ 1.98 g/t Au = 1.83 Moz Au.
• Infrastructure: Road, rail, hydro‑power access; qualified workforce.
• Strategic Rationale: Consolidates Goldsky’s district‑scale license on the Gold Line Belt to ~80,000 ha; positions Barsele as a potential tier‑one gold project in Sweden.
• Conference Call: Hosted by President & CEO Russell Bradford at 11:00 am EST (Toronto) / 17:00 CET (Sweden) on the day of release; registration link provided.
• Presentation & Video Interview: Available on Goldsky’s website for further transaction details.

Notable Quotes

“The acquisition of the remaining 55% interest in the Barsele project from Agnico is a transformational milestone… We now have 100% control of what we believe has the potential to become a tier‑one gold project…” – Russell Bradford, President & CEO, Goldsky Resources.