Original News Release
Cascadia Minerals to issue shares for debts
Mr. Andrew Carne reports
CASCADIA ANNOUNCES SHARES FOR DEBT SETTLEMENTS
Cascadia Minerals Ltd. is undertaking certain share-for-debt settlements in connection with its acquisition of Granite Creek Copper Ltd., which closed on Aug. 13, 2025.
Upon completion of the acquisition, Timothy Johnson, the former chief executive officer and president of Granite Creek, became entitled to a change of control payment in the amount of $360,000, of which $180,000 has been paid in cash. The balance of the change of control payment is payable at Cascadia's election in either cash or Cascadia common shares priced at a five-day volume-weighted average price after the closing of the acquisition. Cascadia has elected to pay the entirety of the remaining amount owed to Mr. Johnson in connection with his change of control payment in shares and, subject to receipt of TSX-V approval, will issue 1,169,666 shares to him.
In connection with its acquisition of Granite Creek, Cascadia additionally agreed to settle a debt owed to a past CEO of Granite Creek, for total consideration of $365,000. Of this amount, $55,000 is to be paid in cash, leaving a balance of $310,000 payable at Cascadia's election in cash or Cascadia shares priced at a five-day volume-weighted average price after the closing of the acquisition. Cascadia has determined to settle $235,946 by the issuance of 1,533,217 Cascadia shares, subject to TSX-V approval, with the balance paid in cash.
The payments to Mr. Johnson are a related party transaction for the purposes of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, as Mr. Johnson became a director of Cascadia upon the closing of the acquisition. Cascadia is relying on an exemption from the minority approval and formal valuation requirements of MI 61-101 on the basis that the value of the transaction does not represent greater than 25 per cent of the market capitalization of Cascadia.
All Cascadia shares issued pursuant to the foregoing debt settlements will be subject to a four-month hold period from their date of issuance under applicable securities laws and a further news release will be issued on their issuance specifying the date on which this hold period will conclude.
About Cascadia Minerals Ltd.
Cascadia's flagship asset is the Carmacks project in the high-grade Minto copper district in Yukon, Canada. The project is located south of and within 35 kilometres of the past-producing Minto mine, which was recently acquired by Selkirk Copper Mines. The Carmacks project hosts a measured and indicated resource containing 651 million pounds (lb) of copper and 302,000 ounces (oz) of gold (36.3 million tonnes grading 0.81 per cent copper, 0.26 gram per tonne (g/t) gold, 3.23 g/t silver and 0.01 per cent molybdenum), with a 2023 PEA (preliminary economic assessment) demonstrating positive economic potential ($230.5-million posttax net present value (NPV) (5 per cent) and 29-per-cent posttax internal rate of return (IRR)).
Cascadia also has a pipeline of discovery-stage copper-gold properties throughout the Yukon Stikine terrane, including its Catch property, which hosts a copper-gold porphyry discovery, where inaugural drill results returned broad intervals of mineralization (116.60 metres (m) of 0.31 per cent copper with 0.30 g/t gold). Catch exhibits extensive high-grade copper and gold mineralization across a five-kilometre-long trend, with rock samples returning peak values of 3.88 per cent copper, 1,065 g/t gold and 267 g/t silver.
QA/QC (quality assurance/quality control)
The technical information in this news release has been approved by Andrew Carne, PEng, vice-president of corporate development for Cascadia and a qualified person for the purposes of National Instrument 43-101.
Prospecting grab samples referenced in this news release represent highlight results only, and include results from 2024 and previous seasons. Below detection values for copper, gold and silver have been encountered in grab samples in these target areas. For more details on Catch drilling and prospecting results, please see Cascadia's news releases dated July 25, 2024, and July 19, 2023.
The mineral resources and economic analysis disclosed here are referenced from the 2023 technical report on the Carmacks project preliminary economic assessment, written by SGS Canada Inc. Pricing for the Carmacks project PEA base case economic analysis was $3.75 (U.S.) per lb copper, $1,800 (U.S.) per oz gold and $22 (U.S.) per oz silver at an exchange rate of $1 (Canadian) to 75 U.S. cents. The results of the Carmacks preliminary economic assessment are preliminary in nature, it includes inferred mineral resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves and there is no certainty that the preliminary economic assessment will be realized.
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