Highland Critical Minerals Corp. and 6025 Nunavut Ltd. Execute Definitive Agreement to Acquire Nunavut Mining Claims

Executive Summary

• Highland Critical Minerals Corp. entered into a definitive asset purchase agreement to acquire 100% of two contiguous mineral claims (≈2,468 ha) in Nunavut, Canada.
• Consideration will be 50,000 Highland Class C common shares, valued at the closing price of its Class A shares on the last trading day before closing, subject to a four‑month hold period and resale restrictions.
• Closing is contingent on customary conditions including regulatory approvals, satisfactory due diligence, title transfer, and lock‑up agreements; the company retains the right to terminate without penalty if due diligence is unsatisfactory.

Key Details

• Property: Claims #105115 & #105116, total ~2,468.66 ha in Nunavut, prospective for gold and base metals.
• Buyer: 6025 Nunavut Ltd., a wholly‑owned subsidiary of Highland Critical Minerals Corp.
• Seller: An arm’s‑length individual (the “Vendor”).
• Consideration: 50,000 Highland Class C common shares; share price determined by the closing price of Class A shares on CSE prior to closing.
• Share Restrictions: Four‑month statutory hold period plus additional contractual resale restrictions for 12 months post‑closing.
• Closing Conditions:
• Completion of satisfactory due diligence by Highland and 6025 Nunavut.
• Receipt of all required regulatory and third‑party approvals (including CSE approval).
• Delivery of title evidence registering the Property in the name of 6025 Nunavut.
• Execution of lock‑up agreements by the Vendor.
• Right for Highland to terminate unilaterally if due diligence results are unsatisfactory.
• Strategic Rationale: Expands Highland’s exploration portfolio in Nunavut; aligns with its focus on gold and base‑metal projects. Post‑closing, Highland will review existing data and develop an exploration plan for the Property.
• Qualified Person: Carey Galeschuk, P.Geo., independent consultant, reviewed and approved technical information per NI 43‑101.

Notable Quotes

(No direct quotes were provided in the release.)