Teako Announces Sale of Copper, Zinc, Gold and Silver Project Package; Retains 10% Non-Dilutive Carried Interest and Secures Work Commitment

Executive Summary

• Teako Minerals Corp. entered into a definitive agreement to sell a 90 % interest in five copper‑zinc‑gold‑silver projects in Norway to Nordic Minerals AS for NOK 1,450,000 (≈C$200k) with an earn‑out of NOK 2,700,000 (≈C$370k) upon achieving ≥10 Mt of JORC‑reported resources.
• Teako retains a non‑dilutive 10 % free‑carried interest until a final investment decision (FID); thereafter a joint venture will be formed and Teako will have anti‑dilution protections.
• Nordic Minerals commits to spend at least C$700k in the first 24 months and use commercially reasonable efforts to spend C$5 M over five years on exploration of the projects.

Key Details

• Transaction Value:
• Immediate cash payment: NOK 1,450,000 (≈C$200,000) payable within 5 business days.

• Contingent earn‑out: NOK 2,700,000 (≈C$370,000) upon the Projects collectively reporting ≥10 Mt of ore in accordance with JORC standards (no grade floor).

• Interest Structure:

• Teako sells 90 % of each of the five projects (Mykkelvika, Heimdalhaugen, Sivilvangen, Klasberget, Hellemyr).

• Retains a non‑dilutive 10 % free‑carried ownership (“Free Carry”) until FID.

• Joint Venture Provisions:

• Upon any FID or commencement of commercial production, parties will form a JV under a definitive agreement.
• Nordic will fund the JV; Teako bears no cost until production begins.

• Anti‑dilution protection ensures Teako’s Free Carry is not reduced by subsequent financing.

• Exploration Commitments (Nordic Minerals):

• Minimum C$700,000 exploration spend within first 24 months (“Initial Exploration Expenditures”).
• If shortfall occurs, Nordic will credit the difference to Teako for future geological services at market rates.

• Commercially reasonable efforts to achieve total C$5,000,000 of aggregate exploration expenditures over a 60‑month period.

• Project Overviews (brief):

• Mykkelvika: 126 km²; historic VMS occurrences; notable grab samples up to 0.8 % Cu, 23 % Zn, 4.6 % Pb, 260 ppm Ag.
• Heimdalhaugen: 60 km²; combined Cu‑Zn VMS and Cu‑Mo porphyry potential; nearby historic resources (e.g., Skorovas 5.6 Mt @ 1.14 % Cu).
• Sivilvangen: 60 km²; VMS deposit with ~267 kt @ 0.72 % Cu, 5.27 % Zn.
• Klasberget: 10 km²; historic mines with grades up to 4‑5 % Cu.

• Hellemyr: 33 km²; historic Bergsgruva mine (18,200 t @ 4.0 % Cu) and tailings with notable grades.

• Quotes:

• Sven Gollan, CEO, Teako Minerals: “The team behind United Minerals has extensive experience… will make a significant contribution to the revitalization of historic mining regions in Norway.”

• Board of United Minerals: Emphasized partnership benefits, environmental stewardship, and potential for tailings remediation.

• Forward‑Looking Elements:

• Earn‑out contingent on JORC resource achievement; exploration spend targets; formation of JV after FID; anti‑dilution protections.

Notable Quotes

“The team behind United Minerals has extensive experience in financing and developing mineral projects… will make a significant contribution to the revitalization of historic mining regions in Norway.” – Sven Gollan, CEO, Teako Minerals

Materiality Assessment: Material – Positive (significant asset divestiture with upside retained, substantial cash consideration, and future joint‑venture potential).