Ashley Gold concludes Tabor-Sakoose claim option talks

Executive Summary

• Ashley Gold Corp. has concluded negotiations to option its 100%-owned Tabor-Sakoose claims (specifically the Santa-Maria portion) to a private company, retaining a portion of the original Santa-Maria claims.
• The transaction provides immediate capital liquidity, including a base cash component of up to $150,000 and potential equity value, strengthening the balance sheet for future exploration.
• The company is simultaneously pursuing a dual listing on the Frankfurt exchange and evaluating an OTC listing to facilitate European investor participation and market liquidity.

Key Details

• Transaction Structure:
  • Base Cash Component: $100,000, with a maximum potential of $150,000.
  • Equity Component: Total issued value of $225,000 in equity of a listed entity.
  • Payment Schedule:
    • $50,000 paid upon signing.
    • Three-month buyer due diligence period (paid); can be extended by three months with an additional $50,000 payable to Ashley.
    • $50,000 payable upon sale to a listed entity.
  • Equity Unlock: In the event of a sale to a listed entity, $225,000 in equity is unlocked in three tranches, one tranche every six months, with the first tranche unlocking six months from the date of sale or listing date (whichever is first).
  • NSR Transfer: All existing Net Smelter Return (NSR) agreements over the respective claims will be enforced and transferred to the new owner.
• Finder’s Fee:
  • 10% fee paid to an arm's-length third party for facilitating the introduction.
  • Fee structure: 10% of cash received and 10% of received equity (paid in Ashley stock at time of free trading), pending exchange acceptance.
• Corporate Development & Listings:
  • Interest from European investors has initiated steps to dual list on the Frankfurt exchange.
  • Company continues to actively evaluate an Over-the-Counter (OTC) listing.
  • These measures aim to ensure further market liquidity and allow European investors to participate.
• Operational Updates:
  • Exploration team will move to Santa-Maria to conduct additional prospecting following the completion of Alto-Gardnar channelling work.
  • Plans are being finalized for advanced exploration in Dryden, Ontario, with additional announcements expected in the coming weeks.
• Technical Details (Santa-Maria):
  • Lee Lake Southeast Occurrence: Located 800 meters northeast of the Kawashegamuk Lake shear zone; extensive carbonate alteration; past small-scale mining in an open cut within a ~20-meter-wide shear zone; yet to be drilled or subject to geophysical studies.
  • Santa-Maria Pit: Located northwest of Lee Lake; mostly filled/caved in; two visible quartz veins; 12-inch wide quartz vein sampled with trace galena, chalcopyrite, and pyrite.
  • Disclaimer: Historical results discussed are not verified by the Qualified Person (Darcy Christian, PGeo) and may not be reliable; grab samples are selective.

Notable Quotes

• Noah Komavli, President: "I am excited to share that Ashley has concluded negotiations that will strengthen the balance sheet ahead of further exploration activities. This option agreement unlocks significant value for the company, with a full sale ensuring retained upside through an equity stake. We look forward to being collaborative partners and eventually shareholders."
• Noah Komavli, President: "With this boost in capital liquidity, Ashley is positioned to achieve additional near-term objectives. I look forward to providing further updates on our exploration strategy in Ontario shortly."