Mogotes issues 4.6M shares to Golden Arrow for Filo Sur

Executive Summary

• Mogotes Metals Inc. completed the acquisition of a 100% interest in the Filo Sur project in Argentina from Golden Arrow Resources Corp.
• The transaction was settled via the issuance of 4,687,500 common shares valued at 32 cents per share, based on the 15-day VWAP on the TSX Venture Exchange.
• The deal includes a 1.5% Net Smelter Return (NSR) royalty, with an option for Mogotes to reduce this to 1% by paying $2 million.

Key Details

• Transaction Structure: Acquisition of 100% interest in the Filo Sur project via an agreement dated Feb. 10, 2025, which amended a previously executed earn-in agreement.
• Consideration: Issuance of 4,687,500 common shares to Golden Arrow Resources Corp.
• Share Price: 32 cents per common share, determined as the 15-day volume-weighted average trading price on the TSX Venture Exchange.
• Royalty Terms:
  • Initial grant of a 1.5% Net Smelter Return (NSR) royalty to Golden Arrow.
  • Repurchase option: Mogotes has the right to buy back 0.5% of the royalty for $2 million, reducing the total royalty to 1%.
• Option Grants:
  • Aggregate of 640,000 stock options granted to employees and consultants.
  • Exercise price: 31 cents per common share.
  • Term: Two years from the date of grant.
  • Hold Period: Four-month hold period applies to shares issuable upon exercise.

Notable Quotes

• None provided in the text.