Dark Star Announces Execution of Bleasdell Project Amendment Agreement

Executive Summary

• Dark Star Minerals entered into an amendment to its April 18 2025 purchase agreement to acquire 100% of the Bleasdell Project, with total cash consideration of $200,000 and issuance of 6.5 million common shares plus a 2.0% NSR royalty.
• The company has already paid the full $200,000 cash component and issued 5 million shares to the vendors; remaining payments are scheduled over the next six months pending CSE approval.
• A clarification was issued that previously announced stock options for directors/officers/consultants have an exercise price of $0.07 per share (not $0.05), with immediate vesting and a three‑year term.

Key Details

• Amendment Agreement Date: October 15, 2025
• Cash Consideration: $200,000 total
• $25,000 already paid (within five days of March 31, 2025 LOI)
• $75,000 payable within fifteen days of receipt of Exchange Acceptance
• $100,000 payable six months after the Amendment Agreement date
• Share Issuance: 6,500,000 common shares total
• 5,000,000 shares issued within fifteen days of receipt of Exchange Acceptance (already completed)
• 1,500,000 shares to be issued six months after the Amendment Agreement date
• Royalty Grant: 2.0% net smelter return royalty on the Bleasdell Project to the vendors.
• Regulatory Condition: Amendments subject to CSE review and approval; effective upon receipt of Exchange Acceptance.
• Statutory Hold Period: All securities issued under the amendment are subject to a hold period expiring four months and one day from issuance date.
• Option Grant Clarification (Oct 14, 2025 announcement):
• Total options granted: 3,000,000
• Exercise price corrected to $0.07 per share (previously misstated as $0.05)
• Vesting: immediate upon grant
• Term: three years
• Subject to the same four‑month statutory hold period.

Notable Quotes

• “We are thrilled to be looking to close on this acquisition and to add a 100% owned project to our portfolio… The Bleasdell Project represents a significant step forward in our strategy…” – Marc Branson, President & CEO, Dark Star Minerals Inc.