Nortec Minerals to acquire Barker Bay, appoints CEO

Executive Summary

• Nortec Minerals Corp. has entered into an asset purchase agreement to acquire a 100% interest in the Barker Bay gold property from Ryan Hrkac, P.Geo.
• Concurrently, Ryan Hrkac has been appointed as Chief Executive Officer, replacing interim CEO Derrick Weyrauch, who remains as Chairman. Sara Hills and P. Mark Smith have resigned as CFO and Director, respectively, with Michael Malana appointed as interim CFO.
• The acquisition consideration includes 1.25 million common shares, $5,300 in cash (contingent on future financing), and a 2% Net Smelter Return (NSR) royalty, with Nortec holding the right to buy back 50% of the royalty for $1 million.

Key Details

• Asset Acquired: 100% interest in the Barker Bay gold property, located in the Kenora mining division, Northwestern Ontario (south of Dryden).
• Property Specifications: 2,000-hectare property containing at least three gold-bearing subparallel structures. Includes historical operations: Barker Bros. mine, Petrie mine, and an undocumented shaft.
• Historical Geology & Sampling:
  • Barker Bros. mine: Returned 23.6 oz in first 8 tons, averaging 101.1 g/t Au.
  • Grab samples at Barker Bros.: 1.4 to 24.5 g/t Au.
  • Grab samples at Petrie mine: 3.3 to 11.3 g/t Au.
  • Gold hosted in quartz veins and wall rock of shear zones up to 10 meters wide.
  • 2022 field program identified a gold-in-soil anomaly extending >700 meters along strike.
  • Geologic similarities noted to Dryden Gold Corp.'s Kenwest deposit (25km east), which intercepted 3,497 g/t over 8.5m.
• Transaction Consideration:
  • Equity: 1.25 million common shares, issuable four months and one day post-closing.
  • Cash: $5,300, payable after closing upon completion of non-flow-through equity financings raising minimum net proceeds of $500,000.
  • Royalty: 2% Net Smelter Return (NSR) royalty. Nortec has the right to purchase 50% of this NSR for $1 million and has a right of first refusal on the remainder.
• Closing Conditions:
  • Completion of an equity financing raising a minimum of $175,000.
  • Minimum of $75,000 of the financing must not be raised on a flow-through basis.
  • Receipt of TSX Venture Exchange approval.
• Management Changes:
  • CEO: Ryan Hrkac (appointed effective immediately).
  • Chairman: Derrick Weyrauch (continues in role, formerly interim CEO).
  • CFO: Michael Malana (appointed interim CFO).
  • Resignations: Sara Hills (CFO) and P. Mark Smith (Director).
• Qualified Person: Neil Pettigrew, MSc, PGeo, reviewed and approved the scientific and technical information.

Notable Quotes

• "Following successfully optioning multiple early-stage exploration project to listed issuers, including Dryden Gold Corp.'s (TSX-V: DRY) Sherridon expansion and Kenorland Minerals Ltd. (TSX-V: KDL) Stormy property, Ryan has established a reputation for technical expertise, curating exploration properties of merit and a hands-on approach to exploration, all coupled with a deep understanding of the challenges and opportunities within the mineral exploration industry." — Derrick Weyrauch
• "We are very pleased to welcome Ryan, his enthusiasm and desire to advance Nortec via a disciplined scientific approach to exploration," — Derrick Weyrauch