Ashley Gold signs two-week DD period on Tak patents

Executive Summary

• Ashley Gold Corp. has signed a two-week exclusive due diligence period for the "Tak" patented ground (~100 hectares) adjoining NexGold Mining Corp.'s Goliath Gold Complex, with a view toward an all-stock acquisition.
• The acquisition is structured as a related-party transaction involving 1000903966 Ontario Inc., controlled by President Noah Komavli, who initially acquired the patents for $190,000+ in fees.
• The company proposes issuing 3.5 million shares to compensate the related party, subject to statutory hold periods and CSE approval, with a definitive agreement expected in the first week of January 2026.
• The release highlights historic high-grade gold intercepts from the property, including intervals up to 11.778 g/t Au, positioning the land as a potential fourth drilling target for the Burnthut project.

Key Details

• Transaction Structure: Two-week exclusive due diligence period for an all-stock, friendly deal.
• Target Property: "Tak" patents, formerly owned by Lac Minerals/Barrick, covering approximately 100 hectares.
• Strategic Context: The patents adjoin NexGold Mining Corp.'s Goliath Gold Complex and host a 1.5-kilometre mineralized corridor with historic high-grade and bulk-tonnage gold values near surface.
• Acquisition Cost & Compensation:
  • Initial acquisition cost by 1000903966 Ontario Inc.: $190,000 plus applicable taxes, land transfer fees, lawyer fees, and accounting fees.
  • Proposed consideration: Issuance of 3.5 million shares to 1000903966 Ontario Inc.
  • Share price basis: Close of market on Dec 23, 2025.
  • Shares are subject to statutory hold periods.
• Regulatory & Governance:
  • Classified as a related-party transaction under Multilateral Instrument 61-101.
  • Company relies on exemptions from formal valuation and minority shareholder approval (consideration does not exceed 25% of market cap).
  • President Noah Komavli declared interest and abstained from voting; independent directors unanimously approved the exclusivity period.
  • Completion is subject to Canadian Securities Exchange (CSE) approval.
• Historic Drilling Results (Tak Patents):
  • TAK-99-10: 2.082 g/t Au over 31.83m (3.57–35.40m), including 11.778 g/t Au over 2.88m (25.5–25.38m) and 7.632 g/t Au over 1.10m (34.3–35.4m).
  • TAK-02-06: 3.08 g/t Au over 7.57m (27.27–35.3m) and 7.0 g/t Au over 1.1m (81.3–82.4m).
  • TAK-02-07: 3.18 g/t Au over 8.7m (27.7–36.4m), including 8.62 g/t Au over 0.4m, 9.67 g/t Au over 0.8m, and 7.57 g/t Au over 1.4m.
• Project Status & Permits:
  • Three main permits are in progress or granted for the Burnthut project:
    • Howie: Permitted, core logging completed, cutting commencing.
    • Burnthut Oro zone: Permitted.
    • Alto-Gardnar: Pending permit.
  • The Tak patents represent a potential fourth drilling target.
• Technical Disclosure:
  • Technical information reviewed by Darcy Christian, PGeo (CEO/Director, non-arm's length).
  • Historical data presented with caution; results converted from troy oz/short ton to g/t using a factor of 34.28.
  • Target type identified as bulk tonnage felsic intrusive gold.

Notable Quotes

• Noah Komavli, President: "As promised, Ashley Gold has positioned 2026 as a pivotal year -- building off our efforts in 2025... Initial indications from the property show good potential for upside. Ashley's in-house geological team will complete compilation and evaluation of historical data."
• Darcy Christian, CEO: "I want to thank Noah for taking the initiative to secure this highly sought-after historical mineral property. The proposal of an all stock deal has our company's treasury at the forefront of consideration... Our goal at Ashley has been to prioritize projects with the best potential to generate a resource, leading to inherent value for shareholders."