Quetzal Copper Corp. (TSXV: Q) (‘Quetzal’ or the ‘Company’) announces that further to its news releases dated February 18, 2025, the Company has closed its financing of flow-through units and non-flow-through units, originally announced on December 13, 2024.

CEO Matt Badiali said: ‘We are pleased to get this money in the bank and get back to the business of exploration. We see new copper projects as potential boosts for both the local economy and the province. We want to test the targets at Princeton immediately. With this capital in the bank, we can do that and more in 2025.‘

In total, the Company raised gross proceeds of $2,437,498.92 and issued 11,470,611 flow-through units at $0.17 per unit (the ‘FT Units‘) and 3,249,967 non-flow-through units (the ‘NFT Units‘) at $0.15 per NFT Unit.

Each FT Unit consists of one flow-through common share (the ‘FT Share‘) and one half of a warrant (each whole warrant a ‘Warrant‘). Each NFT Unit consists of one non-flow-through common share (the ‘NFT Share‘) and one-half of a warrant.

The Company issued 5,735,306 Warrants as part of the FT Unit issuance and 1,624,984 Warrants as part of the NFT Unit issuance. Each warrant is exercisable at $0.25 per share for 24 months from the issuance date.

The Company paid cash finder’s fees in the amount of $82,000 and issued an aggregate of 482,353 finder’s warrants (the ‘Finder’s Warrants‘) in connection with the Offering. The Finder’s Warrants are non-transferable and are exercisable at $0.25 per share for 24 months from the issuance date.

The gross proceeds from the sale of the FT Shares will be used by the Company to incur eligible ‘Canadian exploration expenses’ that will qualify as ‘flow-through critical mineral mining expenditures’ as such terms are defined in the Income Tax Act (Canada) (the ‘Qualifying Expenditures’) related to the Company’s Princeton and Dot projects in British Columbia, Canada. All Qualifying Expenditures will be renounced in favour of the subscribers of the FT Shares effective December 31, 2024.

The securities underlying the FT Units and NFT Units are subject to a statutory hold period in Canada ending on the date that is four months plus one day following the issuance date.

The Offering has received conditional approval from the TSX Venture Exchange.

The Company plans to use the funds from the FT Units to perform its drill program at its Princeton project in British Columbia immediately. The Princeton Project has copper targets just 5 km from the active Copper Mountain Mine.

Princeton Copper Project

The Princeton Project is an 11,500-hectare property located between the Hudbay Minerals and Mitsubishi-owned Copper Mountain Mine and the town of Princeton, British Columbia.

Figure 1: Location of Princeton Project Claims and Targets

To view an enhanced version of this graphic, please visit:
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The Princeton Copper project is a large land package consolidating several formerly disjointed claims. The technical team compiled historical surface geological and geochemical data and reprocessed geophysical data. The new perspective gleaned from this work generated four strong targets for the first drill program:

• Bud South – The only locality with a drill hole among the four targets. It contained 10.7 meters of rock with 0.18% copper and 0.30 grams per ton of gold. But it only cut the edge of the target. Historic trenching at the target showed disseminated copper mineralization in intensely faulted and intruded Nicola Group volcanic rocks.

• Knob Hill – An overburden-covered chargeability anomaly adjacent to copper-gold in quartz veins exposed in nearby trenches

• Aura – A 1.5km wide horseshoe-shaped magnetic high surrounding a reverse-polarity magnetic feature. This may represent an intrusive body and its alteration halo.

• Contact – A chargeability high completely hidden under till cover along trend from and with the same signature as the Knob Hill target.

QP Statement

Dr. Roy Greig, P.Geo., a Qualified Person as defined under National Instrument 43-101, has reviewed and approved the technical content in this release.

First Nations Acknowledgement

Quetzal recognizes that the Princeton Copper Project is part of the traditional unceded territory of the Smelqmix People. We are committed to respect for the land and for the people who reside there.

About Quetzal Copper

Quetzal is engaged in the acquisition, exploration, and development of mineral properties in British Columbia and Mexico. The Company’s principal project, Princeton Copper, is located adjacent to the Copper Mountain mine in southern British Columbia. The company currently has a portfolio of three properties located in British Columbia, Canada and one in Mexico.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

FORWARD LOOKING STATEMENTS

The information contained herein contains ‘forward-looking statements’ within the meaning of the United States Private Securities Litigation Reform Act of 1995 and ‘forward-looking information’ within the meaning of applicable Canadian securities legislation. ‘Forward-looking information’ includes, but is not limited to, statements with respect to the activities, events, or developments that the Company expects or anticipates will or may occur in the future, including, without limitation, planned exploration activities. Generally, but not always, forward-looking information and statements can be identified by the use of words such as ‘plans’, ‘expects’, ‘is expected’, ‘budget’, ‘scheduled’, ‘estimates’, ‘forecasts’, ‘intends’, ‘anticipates’, or ‘believes’ or the negative connotation thereof or variations of such words and phrases or state that certain actions, events or results ‘may’, ‘could’, ‘would’, ‘might’ or ‘will be taken’, ‘occur’ or ‘be achieved’ or the negative connotation thereof. Forward-looking statements in this news release include, among others, statements relating to exploration and development of the Company’s properties.

Such forward-looking information and statements are based on numerous assumptions, including among others, that the results of planned exploration activities are as anticipated, the anticipated cost of planned exploration activities, that general business and economic conditions will not change in a material adverse manner, that financing will be available if and when needed and on reasonable terms, that third party contractors, equipment and supplies and governmental and other approvals required to conduct the Company’s planned exploration activities will be available on reasonable terms and in a timely manner. Although the assumptions made by the Company in providing forward-looking information or making forward-looking statements are considered reasonable by management at the time, there can be no assurance that such assumptions will prove to be accurate.

Forward-looking information and statements also involve known and unknown risks and uncertainties and other factors, which may cause actual events or results in future periods to differ materially from any projections of future events or results expressed or implied by such forward-looking information or statements, including, among others: negative operating cash flow and dependence on third party financing, uncertainty of additional financing, no known mineral reserves or resources, the limited operating history of the Company, aboriginal title and consultation issues, reliance on key management and other personnel, actual results of exploration activities being different than anticipated, changes in exploration programs based upon results, availability of third party contractors, availability of equipment and supplies, failure of equipment to operate as anticipated, accidents, effects of weather and other natural phenomena and other risks associated with the mineral exploration industry, environmental risks, changes in laws and regulations, community relations and delays in obtaining governmental or other approvals.

Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information or implied by forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information. The Company undertakes no obligation to update or reissue forward-looking information as a result of new information or events except as required by applicable securities laws.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/242780

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Heliostar Metals Ltd. (TSXV: HSTR) (OTCQX: HSTXF) (FSE: RGG1) (‘Heliostar’ or the ‘Company’) today reported financial results for the three months ended December 31, 2024 (‘Q4 2024’), which corresponds to the third quarter of Heliostar’s fiscal reporting year 2025. The Company previously released its gold production for Q4 2024 (see News Release dated February 4, 2025)

Heliostar CEO, Charles Funk, commented, ‘Q4 2024 was a strong start to production for Heliostar. From the close of the transaction on November 7, 2024, to the quarter end, our operating mines generated over C$9.5M in cash flow. The Company’s cash position grew to C$7.7M, and we made the first repayment of our acquisition debt, which has now been fully paid down. The Company also recognized a C$90.5M accounting gain on the independent valuation of our Mexican assets, demonstrating the accretive nature of the transaction. We proceed into 2025 with a strengthened balance sheet, growing production and high-grade exploration results from Ana Paula and La Colorada. We are well set to build Heliostar further in 2025.’

Q4 2024 Operational and Financial Highlights

Acquisition of Mexican Gold Assets. On July 17, 2024, the Company entered into a binding agreement with Florida Canyon Gold Inc. (‘FCGI’) to acquire (the ‘Acquisition’) a 100% interest in FCGI’s mining assets in Mexico (‘Mexican Gold Assets’) for a consideration of US$5 million. The acquired Mexican Gold Assets had recently been spun out from Argonaut Gold Inc. and included the La Colorada mine, the San Agustin mine, the El Castillo mine, and the Cerro de Gallo Project. In addition, as a consequence of the Acquisition, conditional option payments and commercial obligations of the Company for the Ana Paula Project and the San Antonio Project were extinguished. The closing of the transaction was subject to certain conditions, including approval of the TSX Venture Exchange and other consents and regulatory approvals, including approval from the Mexican Federal Economic Competition Commission. On November 7, 2024, the Company announced the successful fulfillment of the conditions precedent and completion of the Acquisition. The Acquisition transformed the Company from an exploration and development company into a gold production company with operating mines and a portfolio of mining development projects.

Total gold production of 5,429 ounces in Q4 2024. Following the Acquisition, between November 7, 2024, and December 31, 2024, the Company produced 5,429 ounces of gold. The gold production was realized from re-leaching of the heap leach piles at La Colorada and San Agustin mines, with some additional contribution from residual production from the leach pads at the El Castillo mine, which is currently in care and maintenance. The mining of new ore restarted at the La Colorada mine in January 2025, and, subject to regulatory approval of a change of land use permit, the mining of new ore at the San Agustin mine will begin in 2025.

Total Cash Costs of US$1,241 per gold equivalent ounce (‘GEO’) produced in Q4 2024. Following the Acquisition, between November 7, 2024, and December 31, 2024, the combined cash costs (see ‘Non-IFRS Measures’) for the three producing operations was C$1,755 per GEO sold (US$1,241 per GEO sold). These unit operating costs were an improvement on the 2024 Guidance issued by the Company on November 14, 2024 (‘2024 Guidance’) and resulted from higher gold production at La Colorada mine and operating cost reductions implemented by the Company.

Total all-in-sustaining costs (‘AISC’) of US$1,477 per GEO sold in Q4 2024. Following the Acquisition, between November 7, 2024, and December 31, 2024, the combined AISC (see ‘Non-IFRS Measures‘) for the three producing mines was C$2,089 per GEO sold (US$1,477 per GEO sold), lower than the 2024 Guidance and resulted from improved gold production at the La Colorada mine and operating cost reductions implemented by the Company.

Mine Operating Earnings of C$9,562,172 in Q4 2024. This was the Company’s first reporting period with metals production and the positive results reflected strong operational performance for the period between November 7, 2024, and December 31, 2024, as well as the Company benefiting from selling into a rising gold market.

Net income attributable to shareholders of C$84,442,649, or C$0.41 per share, for Q4 2024. Net income of C$84,442,649 (C$0.41 per share) for Q4 2024 compared to a net loss attributable to shareholders of C$4,592,823 (-C$0.03 per share) for Q4 2023. The results in Q4 2024 included a Gain on a Bargain Purchase of C$90,453,747 based on an independent valuation of the Mexican Gold Assets and the elimination of option payments that the Company previously had on the Ana Paula Project and San Antonio Project. The valuation of these new assets and commercial benefits is provisional and unaudited and will be finalized for reporting fiscal year-end 2025, which ends on March 31, 2025.

Strengthened financial position and liquidity: On December 31, 2024, the Company had cash and cash equivalents of C$7,727,945 and working capital (defined as current assets less current liabilities) of C$51,969,760. Debt facilities of up to US$10,000,000 arranged by the Company in Q3 2024 had a combined outstanding balance of US$3,000,000 on December 31, 2024: All debt was fully repaid by February 13, 2025.

Restart of mining at La Colorada mine. Following the announcement of the Acquisition in July 2024, the Company identified a potential new resource at the Junkyard Stockpile, a historic waste rock storage facility at La Colorada. An evaluation of the Junkyard Stockpile was initiated in August, consisting of drilling, resource modelling, and metallurgical testing. A first-time disclosure of a Mineral Resource and Mineral Reserve estimate for the Junkyard Stockpile was included in the technical report prepared for the La Colorada mine published on January 13, 2025, and with an effective date of October 31, 2024. The mining of new ore restarted at the Junkyard Stockpile in January 2025.

Drilling success at the El Creston pit at La Colorada mine. On November 26, 2024, the Company announced the initial results from an ongoing drilling program started in Q4 2024. The program, which has included up to five drill rigs operational at one time, is designed to reduce the pre-strip requirement to expand the El Creston pit, potentially converting previously assumed waste into ore. As of January 31, 2025, 85 drill holes and 12,822 meters had been completed. Results from the drill program will be used to prepare an updated mineral resource for El Creston and will be included in a new technical report planned to be produced in mid-2025.

Continued drilling successes at the flagship Ana Paula Project. In September 2024, the Company commenced a two-phase, 5,000-metre drill program at Ana Paula Project to test the east, west and down dip extensions of the High Grade Panel and the Parallel Panel targets. As of December 31, 2024, a total of 15 holes had been completed for a total of 3,356 meters. Selected drill results continued to be reported, including hole AP-24-317 with 87.8 metres @ 16.0 grams per tonne (g/t) gold, including 16.1 metres @ 71.8 g/t gold, and hole AP-24-315 with 125.9 metres @ 4.02 g/t gold including 23.6 metres @ 12.5 g/t gold. The holes grew the High Grade Panel to the north and down-dip, increased resource confidence and locally improved gold grades compared to the resource model.

Technical Reports were produced for the La Colorada and San Agustin mines, and a Preliminary Economic Assessment( PEA) for the San Antonio Project. The Company completed Mineral Resource and Mineral Reserve estimates and life-of-mine (‘LOM’) plans for the La Colorada and for the San Agustin mines, and a PEA based on Mineral Resource estimates for the San Antonio Project, all of which were published on January 13, 2025.

Operational and Financial Results

Results are reported for the three months ended December 31, 2024 (‘Q4 2024’), which corresponds to the third quarter of Heliostar’s fiscal reporting year 2025. The Company has previously released its gold production for Q4 2024.

A summary of the Company’s consolidated operational and financial results for the reporting period is presented below:

 

1 – Certain additional disclosures for these specified financial measures have been incorporated by reference and can be found in the Company’s MD&A for Q4 2024, available on SEDAR+.

Operational Review

Consolidated Production and Costs

Q4 2024 was the Company’s first reporting period with metals production.

Gold production of 5,429 ounces of gold for Q4 2024 was from the La Colorada mine, the San Agustin mine and the El Castillo mine. The combined gold production and GEO production were an improvement on the 2024 Guidance issued by the Company.

The combined cash costs for the three producing operations were C$1,755 per GEO sold (US$1,241 per GEO sold). The combined AISC for the three producing mines was C$2,089 per GEO sold (US$1,477 per GEO sold). The combined cash costs and AISC were an improvement on the 2024 guidance issued by the Company.

La Colorada Mine

Operating results for Q4 2024 were as follows:

 

In late 2023, the previous owners of La Colorada placed the mine under care and maintenance, with metals production continuing from the re-leaching of residual leach pads. Since the Acquisition, between November 7, 2024, and the end of the reporting period, the mine has produced 1,640 ounces of gold. Total revenues of C$6,231,261 were reported from sales of 1,617 ounces of gold.

For the period since the completion of the Acquisition to the end of the quarter, cash costs were C$1,878 per GEO (US$1,329 per GEO), which was significantly below the guidance of US$2,200-US$2,300. All-In Sustaining Costs (‘AISC’) were C$2,551 per GEO (US$1,805 per GEO), which was below the range of US$2,400 – US$2,500 per GEO, both due to higher gold production.

The Company completed Mineral Resource and Mineral Reserve estimates and an LOM plan for the La Colorada Operation. The technical report was published on January 13, 2025, with an effective date of October 31, 2024. The La Colorada technical report included the first-time disclosure of a Mineral Resource and Mineral Reserve estimate for the Junkyard Stockpile.

As of December 31, 2024, the Company is continuing re-leaching the residual leach pads. The mining of new ore restarted at the Junkyard Stockpile at La Colorada mine in January 2025. The Company announced production and cost guidance for 2025 from the La Colorada mine, published on February 4, 2025.

San Agustin Mine

Operating results for the reporting quarter ending December 31, 2024, were as follows:

 

In September 2024, the previous owners of San Agustin placed the mine under care and maintenance, with metals production continuing from the re-leaching of residual leach pads. Since the acquisition of the mine on November 7, 2024, to December 31, 2024, the mine has produced 3,567 ounces of gold. Total revenues of C$11,223,030 were reported from sales of 2,971 ounces of gold.

For the period since the Acquisition of the mine on November 7, 2024, to December 31, 2024, cash costs of C$1,928 per GEO (US$1,364 per GEO) were above the guidance range of US$1,200-$1,300 and AISC of C$2,223 per GEO (US$1,572 per GEO) were above the range of US$1,400-US$1,500 per GEO, due to lower gold production partially offset by and operating cost reductions implemented by the Company.

The Company completed a Mineral Resource and Mineral Reserve estimate and a LOM plan for the San Agustin mine, with a technical report published on January 13, 2025, with an effective date of November 30, 2024.

As of December 31, 2024, the Company is continuing re-leaching the residual leach pads. Subject to regulatory approval of a change of land use permit, the mining of new ore at the San Agustin mine will begin in 2025. The Company announced production and cost guidance for 2025 for the San Agustin mine was published on February 4, 2025.

El Castillo Mine

Operating results for the reporting quarter ending December 31, 2024, were as follows:

 

In late 2022, the previous owners of El Castillo placed the mine under care and maintenance, with metals production continuing from the re-leaching of residual leach pads. Since the acquisition of the mine on November 7, 2024, to December 31, 2024, the mine has produced 222 ounces of gold. Total revenues of C$2,101,514 were reported from sales of 557 ounces of gold.

From the Acquisition to the end of the reporting quarter, cash costs were C$447 per GEO sold (US$316 per GEO), while AISC was C$1,815 per GEO sold (US$1,284 per GEO). Cash Costs and AISC for the period from the Acquisition of the mine on November 7, 2024, to December 31, 2024, were in line with the guidance announced by the Company on November 14, 2024.

Reclamation expenditures at the El Castillo mine for the period November 7 to December 31, 2024, were C$1,562,320, which included rinsing of the east leach pad, reforestation initiatives in the vicinity of the mine, pit lake modelling and studies addressing water quality. Further reclamation work will continue to be performed in 2025.

Ana Paula Project

Exploration expenditures at the flagship Ana Paula Project were C$1,798,246 in Q4 2024 (C$1,125,639 in Q4 2023).

On September 17, 2024, the Company announced the commencement of a two-phase, 5,000-metre drill program at the Ana Paula Project to test the east, west, and down-dip extensions of the High Grade Panel and Parallel Panel targets. As of December 31, 2024, 15 holes had been completed, totalling 3,355.6 metres. Drilling included geotechnical and water testing of potential tailings facility locations.

Exceptional drill results continued to be reported from the Ana Paula Project. The results have included hole AP-24-317 with 87.8 metres @ 16.0 grams per tonne (g/t) gold, including 16.1 metres @ 71.8 g/t gold, and hole AP-24-315 with 125.9 metres @ 4.02 g/t gold including 23.6 metres @ 12.5 g/t gold. The holes grew the High Grade Panel to the north and down-dip, increased resource confidence, and locally improved gold grades compared to the resource model.

Drilling and technical trade-off studies will continue at Ana Paula. The Company is completing a Technical Report on Ana Paula in 2026 to allow for a construction decision shortly thereafter.

San Antonio Project

The Company completed a PEA based on Mineral Resource estimates for the San Antonio Project, with a technical report published on January 13, 2025.

The San Antonio Project requires further development planning and engineering. All major environmental and other permits will need to be obtained before an investment decision can be considered by the Company. Based on the encouraging results from the San Antonio Project technical report: in 2025, the Company will conduct a strategic review of the Project with the objective of identifying and evaluating the next development steps and challenges. The Company will also consider additional work programs and alternative business possibilities to potentially add Project value to the San Antonio Project as presented in the PEA. This strategic review is expected to require 3-4 months to complete.

Cerro de Gallo Project

The Cerro del Gallo Project requires further development planning and engineering. All major environmental and other permits will need to be obtained before an investment decision can be considered by the Company. In 2025, the Company will conduct a strategic review of the Project with the objective of identifying and evaluating the next development steps.

Funding Overview

The Company secured funding for the purchase price of the Mexican Gold Assets, operating working capital requirements, general and administration costs, and other expenditures from a combination of different sources: private placements (for aggregate gross proceeds of C$10,218,386, exercise of warrants (for aggregate gross proceeds of C$1,569,384), new debt facilities, and free cash flow generated from the mining operations since July 11, 2024.

On November 7, 2024, the consolidated cash position in the entities purchased from FCGI was C$5,980,958. As a condition of the acquisition of the Mexican Gold Assets, FCGI agreed that cash generated in respect of the Mexican Gold Assets until the closing date, less US$5M in operating cashflow, would be for the benefit of the Company.

2025 Guidance

On February 4, 2025, the Company published 2025 production and cost Guidance. In 2025, the Company expects to produce 31,000-41,000 GEOs at an AISC of US$1,950-2,000 per GEO.

 

1,2,3,4,5 – Certain additional disclosures for these specified financial measures have been incorporated by reference and can be found in the Company’s MD&A for Q4 2024, available on SEDAR+.

Non-IFRS Measures.This news release refers to certain financial measures, such as all-in-sustaining costs, which are not measures recognized under IFRS and do not have a standardized meaning prescribed by IFRS. These measures may differ from those made by other companies and, accordingly, may not be comparable to such measures as reported by other companies. These measures have been derived from the Company’s financial statements because the Company believes that they are of assistance in understanding the results of operations and its financial position. Certain additional disclosures for these specified financial measures have been incorporated by reference and can be found in the Company’s MD&A for Q4 2024, available on SEDAR+.

Cash costs.The Company uses cash costs per ounce of metals sold to monitor its operating performance internally. The most directly comparable measure prepared in accordance with IFRS is the cost of sales. The Company believes this measure provides investors and analysts with useful information about its underlying cash costs of operations. The Company also believes it is a relevant metric used to understand its operating profitability and ability to generate cash flow. Cash costs are measures developed by metals companies in an effort to provide a comparable standard; however, there can be no assurance that the Company’s reporting of these non-IFRS financial measures are similar to those reported by other mining companies. They are widely reported in the metals mining industry as a benchmark for performance but do not have a standardized meaning and are disclosed in addition to IFRS financial measures. Cash costs include production costs, refinery and transportation costs and extraordinary mining duty. Cash costs exclude non-cash depreciation and depletion and site share-based compensation.

AISC.All-in Sustaining Costs (‘AISC’) more fully defines the total costs associated with producing precious metals. The AISC is calculated based on guidelines published by the World Gold Council (WGC), which were first issued in 2013. In light of new accounting standards and to support further consistency of application, the WGC published an updated Guidance Note in 2018. Other companies may calculate this measure differently because of differences in underlying principles and policies applied. Differences may also arise due to a different definition of sustaining versus growth capital. Note that with respect to AISC metrics within the technical reports, because such economics are disclosed at the project level, corporate general and administrative expenses were not included in the AISC calculations.

Statement of Qualified Persons

Gregg Bush, P.Eng., Mike Gingles, and Stewart Harris, P. Geo., Qualified Persons, as such term is defined by National Instrument 43-101 – Standards of Disclosure for Mineral Projects, have reviewed the scientific and technical information that forms the basis for this news release and has approved the disclosure herein. Mr. Bush is employed as Chief Operating Officer of the Company, Mr. Gingles is employed as Vice President of Corporate Development, and Mr. Harris is employed as Exploration Manager.

About Heliostar Metals Ltd.

Heliostar aims to grow to become a mid-tier gold producer. The Company is focused on increasing production and developing new resources at the La Colorada and San Agustin mines in Mexico, and on developing the 100% owned Ana Paula Project in Guerrero, Mexico.

FOR ADDITIONAL INFORMATION PLEASE CONTACT:

 

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Statement Regarding Forward-Looking Information

This news release includes certain ‘Forward-Looking Statements’ within the meaning of the United States Private Securities Litigation Reform Act of 1995 and ‘forward-looking information’ under applicable Canadian securities laws. When used in this news release, the words ‘anticipate’, ‘believe’, ‘estimate’, ‘expect’, ‘target’, ‘plan’, ‘forecast’, ‘may’, ‘would’, ‘could’, ‘schedule’ and similar words or expressions, identify forward-looking statements or information. These forward-looking statements or information relate to, among other things: the Company’s goal of becoming a mid-tier producer, the Company’s discipline and the free cashflow generation from our operating mines, all profits generated from operations to be reinvested directly into our Companies growth and this reinvestment will focus on expanding production and growing resources across our portfolio.

Forward-looking statements and forward-looking information relating to the terms and completion of the Facility, any future mineral production, liquidity, and future exploration plans are based on management’s reasonable assumptions, estimates, expectations, analyses and opinions, which are based on management’s experience and perception of trends, current conditions and expected developments, and other factors that management believes are relevant and reasonable in the circumstances, but which may prove to be incorrect. Assumptions have been made regarding, among other things, the receipt of necessary approvals, price of metals; no escalation in the severity of public health crises or ongoing military conflicts; costs of exploration and development; the estimated costs of development of exploration projects; and the Company’s ability to operate in a safe and effective manner and its ability to obtain financing on reasonable terms.

These statements reflect the Company’s respective current views with respect to future events and are necessarily based upon a number of other assumptions and estimates that, while considered reasonable by management, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors, both known and unknown, could cause actual results, performance, or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements or forward-looking information and the Company has made assumptions and estimates based on or related to many of these factors. Such factors include, without limitation: precious metals price volatility; risks associated with the conduct of the Company’s mining activities in foreign jurisdictions; regulatory, consent or permitting delays; risks relating to reliance on the Company’s management team and outside contractors; risks regarding exploration and mining activities; the Company’s inability to obtain insurance to cover all risks, on a commercially reasonable basis or at all; currency fluctuations; risks regarding the failure to generate sufficient cash flow from operations; risks relating to project financing and equity issuances; risks and unknowns inherent in all mining projects, including the inaccuracy of reserves and resources, metallurgical recoveries and capital and operating costs of such projects; contests over title to properties, particularly title to undeveloped properties; laws and regulations governing the environment, health and safety; the ability of the communities in which the Company operates to manage and cope with the implications of public health crises; the economic and financial implications of public health crises, ongoing military conflicts and general economic factors to the Company; operating or technical difficulties in connection with mining or development activities; employee relations, labour unrest or unavailability; the Company’s interactions with surrounding communities; the Company’s ability to successfully integrate acquired assets; the speculative nature of exploration and development, including the risks of diminishing quantities or grades of reserves; stock market volatility; conflicts of interest among certain directors and officers; lack of liquidity for shareholders of the Company; litigation risk; and the factors identified under the caption ‘Risk Factors’ in the Company’s public disclosure documents. Readers are cautioned against attributing undue certainty to forward-looking statements or forward-looking information. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be anticipated, estimated or intended. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or forward-looking information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements or information, other than as required by applicable law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/242785

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(TheNewswire)

Vancouver, British Columbia, February 28th, 2025 TheNewswire – Prismo Metals Inc. (the ‘ Company ‘) (CSE: PRIZ) (OTCQB: PMOMF) is pleased to announce an updated exploration model for its Hot Breccia project in Southern Arizona.

Steve Robertson, President of Prismo Metals stated: ‘The results of the geophysical survey when taken in conjunction with the historical exploration data and the AI study provide a compelling exploration model for the Hot Breccia project. The data sets complement each other nicely and combine to form a model that is typical of porphyry copper deposits. The additional supportive context of the similarity of Hot Breccia’s geologic setting, with the geologic setting at the Resolution deposit, culminates in this being an exciting and high priority exploration target.’

The geophysical inversions show a large conductive body and a coincident magnetic low, surrounded by several magnetic highs. Prismo believes that these features can be caused by alteration and metal deposited by the hydrothermal fluids introduced by the multiphase intrusives and they are aligned in a geometry typical of porphyry copper deposits. The magnetic highs appear to be aligned in a northeastern orientation that corresponds to the trend of the surface expression of dike swarms.

Click Image To View Full Size

Figure 1. Plan view of the Hot Breccia project showing resistivity on the left and magnetics on the right from the ZTEM survey.  The outline of the project concessions is shown in yellow.  Narrow orange and ochre lines represent dikes in a NE trending dike swarm.

This model is based on an updated analysis of (i) the results of the airborne geophysical survey conducted in 2023 which consisted of data collected with a ZTEM (Z-axis Tipper Electromagnetic) System, (ii) historical exploration data and (iii) the AI study conducted by Prismo in 2024.

Mr. Robertson added: ‘The copper exploration target at Hot Breccia has geophysical, geochemical and geological features characteristic of many porphyry copper deposits. The project area has a regional setting similar to BHP-Rio Tinto’s Resolution copper deposit located 40 kilometers to the northwest of Hot Breccia and which is considered to be one on the greatest copper discoveries in the history of North American mining.’

Prismo’s Hot Breccia project lies at the heart of the Arizona Copper Belt, which hosts several globally significant porphyry coppers.  Examples of these significant deposits are Freeport McMoRan’s Miami-Inspiration mining complex, BHP’s San Manuel mine, Rio Tinto and BHP’s Resolution deposit and others (see Figure 2).

Click Image To View Full Size

Figure 2. Location of the Hot Breccia Project in the Arizona Copper Belt.

The historical drilling carried out in the mid to late 1970’s by a Rio Tinto subsidiary intersected high-grade copper mineralization at depths ranging from 640 to 830 meters below the surface in several holes that targeted one of the magnetic highs, believed to be caused by the magnetite skarn that was cut in the holes and that occurs in xenoliths in cross cutting dikes exposed at the surface. Prismo believes those intercepts cut the periphery of the upper portion of a large mineralized system as interpreted from our exploration program.

Support for the Company’s mineralization model at the project comes from several sources, including the results of historical drilling and ground geophysical surveys, distribution of dikes with xenoliths of Cu-bearing skarn, the interpretation of the 2023 ZTEM survey as well as the results of an AI study carried out by Exploration Technologies. The postulated sulfide mineralization measures 1,100 meters by 1,150 meters.

Historical drill holes cut high grade skarn mineralization including 23 meters with 0.54% Cu at 640 meters depth (hole OC-1), 18 m with 1.4% Cu and 4.65% Zn at 830 meters depth (hole OCC-7), and 7.6 m with 1.73% Cu and 0.11% Zn at 703 meters and 4.6 meters with 1.4% Cu and 0.88% Zn at 716 meters (OCC-8).  Mineralization occurs within a several hundred-meter-thick altered zone hosted in favorable Paleozoic carbonate rocks that underly a sequence of Cretaceous andesitic volcanic rocks.  These carbonates are the same rocks that host the high-grade copper mineralization at Freeport’s nearly Christmas mine.  The historic drilling intersected a blind mineralized intrusion associated with the skarn mineralization, providing an immediate drill target that is believed to be the source of the mineralization at Hot Breccia (Figure 3). Several magnetic highs in the region surrounding the proposed intrusion may also indicated buried skarn mineralization and provide additional exploration targets.

Click Image To View Full Size

Figure 3. Schematic cross section at Hot Breccia showing updated interpretation after Barrett (1974).

The Company has budgeted CA $3.0 million to execute a proposed 5,000 metre program. Each drill hole is intended to drill through the entire prospective Paleozoic carbonate stratigraphy into the postulated porphyry body/breccia zone. The exploration team will take advantage of geological information provided by each hole during drilling to refine targeting of subsequent holes.

The Company also announces the resignation of Mr. Rafael Gallardo and Mrs. Guadalupe Yeomans Otero as directors of the Company. Both Mr. Gallardo and Mrs. Otero are employees of Minera Cascabel in Mexico, and their resignation follows the termination of the Los Pavitos option agreement between Minera Cascabel and Prismo announced earlier this week. Prismo intends to nominate a new director prior to the Company’s next annual shareholders meeting.

Notes:

(1) Barrett, Larry Frank (1972): Igneous Intrusions and Associated Mineralization in the Saddle Mountain Mining District Pinal County, Arizona. Unpublished Master’s Thesis, University of Utah.

(2) Barrett, Larry Frank (1974): Diamond drill hole OC-1, O’Carroll Canyon, Pinal County, Arizona, unpublished internal report, Bear Creek Mining.

About Hot Breccia

The Hot Breccia property consists of 1,420 hectares in 227 contiguous mining claims located in the world class Arizona Copper Belt between several very well understood world-class copper mines including Morenci, Ray and Resolution (Figure 2). Hot Breccia shows many features in common with these neighboring systems, most prominently a swarm of porphyry dikes and series of breccia pipes containing numerous fragments of well copper-mineralized rocks mixed with fragments of volcanic and sedimentary derived from considerable depth. Prismo performed a ZTEM survey last year that identified a very large conductive anomaly directly beneath the breccia outcrops.

Sampling at the project has shown the presence of copper mineralization associated with polylithic breccia pipes that transported fragments of strongly mineralized carbonate rocks to the surface from depths believed to be 400-1,000 meters. Drilling deep holes is necessary to tap into the source of these mineralized fragments found at surface.

Assay results from historic drill holes are unverified as the core has been destroyed, but information has been gathered from memos, photos and drill logs that contain some, but not all, of the assay results and descriptions.  Technical information from adjacent or nearby properties does not mean nor does it imply that Prismo will obtain similar results from its own properties.

Data on previous drilling and geophysics is historical in nature and has not been verified, is not compliant with NI 43-101 standards and should not be relied upon; the Company is using the information only as a guide to aid in exploration planning.

QA/QC

Dr. Craig Gibson, PhD., CPG., a Qualified Person as defined by NI-43-01 regulations and Chief Exploration Officer and a director of the Company, has reviewed and approved the technical disclosures in this news release.

About Prismo Metals Inc.

Prismo (CSE: PRIZ) is a mining exploration company focused on advancing its Hot Breccia copper project in Arizona and its Palos Verdes silver project in Mexico.

Please follow @PrismoMetals on , , , Instagram , and

Prismo Metals Inc.

1100 – 1111 Melville St., Vancouver, British Columbia V6E 3V6

Contact:

Alain Lambert, Chief Executive Officer alain.lambert@prismometals.com

Steve Robertson, President steve.robertson@prismometals.com

Cautionary Note Regarding Forward-Looking Information

This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as ‘intends’ or ‘anticipates’, or variations of such words and phrases or statements that certain actions, events or results ‘may’, ‘could’, ‘should’, ‘would’ or ‘occur’. This information and these statements, referred to herein as ‘forward‐looking statements’, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding discussions of future plans, estimates and forecasts and statements as to management’s expectations and intentions with respect to, among other things: the timing, costs and results of drilling at Hot Breccia.

These forward‐looking statements involve numerous risks and uncertainties, and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: delays in obtaining or failure to obtain appropriate funding to finance the exploration program at Hot Breccia.

In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, that: the ability to raise capital to fund the drilling campaign at Hot Breccia and the timing of such drilling campaign.

Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbor.

Copyright (c) 2025 TheNewswire – All rights reserved.

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Perth, Australia (ABN Newswire) – Altech Batteries Limited (ASX:ATC) (FRA:A3Y) (OTCMKTS:ALTHF) is pleased to announce that it has executed a binding Term Sheet to acquire Altech Advanced Materials AG’s (FRA:AMA) 25% equity interest in Altech Energy Holdings GmbH (AEH) (75% holder of CERENERGY(R)) and 25% equity interest in Altech Industries Germany GmbH (AIG) (100% holder of Silumina AnodesTM) including all outstanding shareholder loans from AIG and AEH to AAM; together the ‘Acquisitions’.

Highlights

– Altech’s offer to acquire Altech Advanced Materials AG (AAM) project stakes accepted by AAM

– Altech to acquire additional 18.75% stake in CERENERGY(R) Project and additional 25% stake in Silumina AnodesTM Project including outstanding shareholder loans to AAM

– Altech will hold 75% of CERENERGY(R) & 100% of Silumina AnodesTM projects post acquisition

– Fraunhofer remains as 25% JV partner of the CERENERGY(R) project

– Altech will issue AAM approximately 532 million fully paid ordinary shares

– Acquisitions are valued at approximately A$23.3 million

– AAM market capitalisation on Frankfurt Stock Exchange is approximately A$38.7 million

– Based on DFS, and risk-adjusted AAM value, both projects valued at A$77 million

– AAM post-acquisition will be 21% shareholder of ATC

– New simplified corporate structure serves to optimise financing options

– Potential for ATC to divest acquired interests to strategic partners for project financing

– Subject to shareholder approval by both ATC and AAM

– General Meeting to be held inclusive of Independent Expert Report

In accordance with the project’s ownership, the AAM equity interests to be acquired by ATC represent an additional 18.75% stake in the CERENERGY(R) project and an additional 25% stake in the Silumina AnodesTM project (refer Figure 1* Corporate Structure before and after Acquisitions).

Fraunhofer remains as 25% JV partner of the CERENERGY(R) project.

As consideration for the Acquisitions, and subject to shareholder approval, Altech will issue to AAM approximately 532 million fully paid ordinary shares, resulting in AAM holding 21% of Altech’s issued share capital post Acquisitions. Based on the volume weighted average price (VWAP) of Altech shares being $0.044 over the 15 trading days prior to this announcement, the total consideration offered is valued at A$23.3 million. The shares proposed to be issued to AAM will be subject to a voluntary escrow period of 12 months from the date of issue. The Acquisition is still subject to several conditions precedent, including the approval of the Acquisitions by shareholders at the General Meetings of AAM and ATC.

Valuation of Transaction

AAM’s current market capitalisation on the Frankfurt Stock Exchange A$38.7 million (equal to EUR23.2 million), while the consideration offered for its sole assets amounts to A$23.3 million.

The Cerenergy Project DFS has a Net Present Value (NPV) of A$281 million, with AAM’s 18.75% stake equating to A$52 million at full financing. Applying a standard 0.23 NAV discount for financing risk, the adjusted valuation is A$12 million. The Silumina Project DFS has an NPV of A$1.14 billion, with AAM’s 25% stake translating to A$285 million. After applying the same 0.23 NAV discount, the adjusted valuation stands at A$65 million. In total, the risk-adjusted value of both projects is A$77 million, compared to the A$23.3 million consideration offered for their acquisition.

AAM initially acquired a 25% stake in both the CERENERGY and Silumina Projects from ATC for a total consideration of A$8 million. Following the acquisition, AAM made additional capital contributions in response to cash calls from both project entities, providing a total of A$10.8 million to support project development, operational expenses, and financing commitments. This brings AAM’s total investment in the projects to date to A$18.8 million compared to the A$23.3 million consideration offered for their acquisition.

Post Acquisitions

Post Acquisitions, Altech will own 100% of the Silumina AnodesTM Project and 75% of the CERENERGY(R) Battery Project, with Fraunhofer as 25% joint venture partner.

Strategic Rationale and Benefits

This transaction represents a pivotal moment for Altech’s strategic growth. By acquiring 100% ownership of Silumina AnodesTM and 75% ownership of CERENERGY(R), Altech is positioning itself to accelerate the development and commercialisation of these high-value projects. The Silumina AnodesTM project is a breakthrough in battery material technology, incorporating high-purity alumina in silicon anodes to improve battery performance. The CERENERGY(R) project, meanwhile, is at the forefront of next-generation sodium chloride battery development, offering a sustainable alternative to conventional lithium-ion technology.

Additionally, the transaction presents a practical solution to recent funding challenges by AAM. Uncertainty among German investors regarding AAM’s ownership structure has complicated AAM’s fundraising efforts and hindered sustained support in Germany.

Altech will have the autonomy to make key investment and operational decisions without requiring external approvals, thereby enhancing project execution efficiency. Furthermore, the Acquisitions will provide Altech with a stronger negotiation position when engaging with potential strategic partners, customers, and financiers. Through these transactions, AAM will retain long-term upside potential through its new equity stake in Altech. This structure aligns the interests of both companies and ensures that AAM continues to benefit from future successes. AAM will remain as an investment company on the Frankfurt Stock Exchange rather than holding direct interest of both projects.

Consolidating ownership reduces the complexity of project governance and enhances Altech’s ability to execute strategic initiatives with greater agility and less complexity. Additionally, the issuance of shares to AAM in lieu of cash payments preserve Altech’s balance sheet strength, allowing it to deploy capital more effectively towards project development and commercialisation.

The Board of Altech believes the transaction will deliver significant strategic benefits, including:

– Consolidation of ownership in the Silumina AnodesTM and CERENERGY(R) projects, enabling streamlined decision-making and project execution

– Improved operational flexibility and efficiency to fast-track commercialisation efforts

– Addressing recent funding challenges faced by AAM and improving capital structure alignment

Conditions Precedent

The completion of the Acquisitions is subject to:

– All necessary regulatory approvals, including:

o ASX Listing Rule 7.1 shareholder approval for the issuance of consideration shares.

o Shareholder approval under item 7, section 611 of the Corporations Act 2001 (Cth), to the extent that AAM, or any of its shareholders, will increase its voting power above 20% in Altech.

– Approval from the Australian Treasurer under the Foreign Acquisitions and Takeovers Act 1975 (Cth), if required.

– Approval by AAM’s shareholders meeting

– Execution of an escrow deed between Altech and AAM regarding the voluntary escrow conditions.

Board Recommendation

Mr Hansjoerg Plaggemars and Mr Uwe Ahren, being current Managing Directors of AAM, did not take part in any voting on the Acquisitions in their position as Board members of Altech and do not make a recommendation on the proposal. Mr Iggy Tan, being a previous Managing Director of AAM (resigned 31 December 2024) did not take part in any voting on the Acquisitions and does not make a recommendation on the proposal.

The Independent Directors of Altech, consisting of Mr Luke Atkins, Mr Dan Tenardi and Mr Peter Bailey, unanimously recommend that shareholders vote in favour of the Acquisitions, subject to the Independent Expert’s Report concluding that the transaction is fair and/or reasonable to Altech shareholders. Altech’s Board strongly believes that this transaction will enhance shareholder value over the long term by consolidating ownership, streamlining decision-making and ensuring that both projects progress efficiently towards commercialisation. The transaction structure ensures that AAM remains aligned with Altech’s success while addressing funding constraints in a manner that benefits all stakeholders.

Next Steps

Altech will continue working closely with AAM to finalise definitive agreements and complete all required regulatory and shareholder approvals. Shareholders will be kept informed of any significant developments, and further announcements will be made as key milestones are achieved. The Company remains committed to executing this strategic initiative in a manner that enhances shareholder value and accelerates its growth objectives. The Board looks forward to engaging with shareholders throughout the approval process and appreciates the ongoing support from its investors.

To view the Indicative Timetable, please visit:
https://abnnewswire.net/lnk/DK6T5Z7Q

About Altech Batteries Ltd:  

Altech Batteries Limited (ASX:ATC) (FRA:A3Y) is a specialty battery technology company that has a joint venture agreement with world leading German battery institute Fraunhofer IKTS (‘Fraunhofer’) to commercialise the revolutionary CERENERGY(R) Sodium Alumina Solid State (SAS) Battery. CERENERGY(R) batteries are the game-changing alternative to lithium-ion batteries. CERENERGY(R) batteries are fire and explosion-proof; have a life span of more than 15 years and operate in extreme cold and desert climates. The battery technology uses table salt and is lithium-free; cobalt-free; graphite-free; and copper-free, eliminating exposure to critical metal price rises and supply chain concerns.

The joint venture is commercialising its CERENERGY(R) battery, with plans to construct a 100MWh production facility on Altech’s land in Saxony, Germany. The facility intends to produce CERENERGY(R) battery modules to provide grid storage solutions to the market.

Source:
Altech Batteries Ltd

Contact:
Corporate
Iggy Tan
Managing Director
Altech Batteries Limited
Tel: +61-8-6168-1555
Email: info@altechgroup.com

Martin Stein
Chief Financial Officer
Altech Batteries Limited
Tel: +61-8-6168-1555
Email: info@altechgroup.com

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