Greencastle closes acquisition of 4M Green Shift shares

Executive Summary

• Greencastle Resources Ltd. has closed its acquisition of 4 million common shares in Green Shift Commodities Ltd., an arm's-length third party.
• The transaction was settled entirely through the issuance of 3.6 million common shares from treasury, valued at $0.05 per share, resulting in an aggregate deemed value of $180,000.
• The acquisition is intended as an investment to provide exposure to commodity-cycle upside and complement Greencastle's portfolio, with no cash consideration paid.

Key Details

• Target Company: Green Shift Commodities Ltd.
• Asset Acquired: 4,000,000 common shares in the capital of Green Shift Commodities Ltd.
• Consideration Structure: Issuance of 3,600,000 common shares from treasury.
• Deemed Price: $0.05 per share.
• Aggregate Deemed Value: $180,000.
• Cash Consideration: None.
• Purpose: Investment purposes; consistent with strategy to pursue selective positions in prospective resource companies and projects.
• Vendor Status: Arm's-length third party; not a related party transaction under Multilateral Instrument 61-101.
• Fees: No finders' fees or commissions were paid.
• Regulatory Approval: Completed following receipt of all necessary corporate approvals and acceptance by the TSX Venture Exchange for the issuance of consideration shares.
• Share Restrictions: Consideration shares are subject to a statutory hold period of four months and one day from the date of issuance.
• Hold Period Expiry: May 30, 2026.
• Listing Status: Consideration shares are expected to be listed for trading on the TSX Venture Exchange upon expiry of the hold period, subject to TSX-V acceptance and compliance with listing requirements.

Notable Quotes

• "The acquisition was completed for investment purposes and is consistent with the company's strategy to pursue selective positions in prospective resource companies and projects."
• "Green Shift is engaged in the resource sector, and the company believes that the acquisition provides attractive exposure to potential commodity-cycle upside and complements the company's broader portfolio focus."