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CAT Strategic Metals Corporation (CSE: CAT,OTC:CATTF) (OTC Pink: CATTF) (FSE: 8CHA) ("CAT" or the "Company") is pleased to announce that it has entered into an agreement with arm's length private vendors to acquire the remaining 49% minority interest in its Burntland Porphyry-Skarn Copper-Silver Project located in New Brunswick, Canada (the "Property"). The original Exploration And Option Agreement relating to the Property was entered into on September 10, 2020.
Upon completion of the transaction, CAT will hold a 100% ownership interest in the Burntland Project.
Transaction Terms
The Company will issue $562,500 principal amount of senior secured promissory notes bearing interest at 6% per annum, compounded monthly, accrued quarterly, and payable as a single balloon payment at maturity (March 17, 2028). The Notes will be secured by a General Security Agreement over the 49% Earned-In Interest in and to the claims subject to the Exploration And Option Agreement. The transaction is subject to customary regulatory approvals.
Strategic Rationale
The consolidation of 100% ownership provides the Company with full control over exploration and development activities, increased flexibility for future partnerships, and full exposure to the upside potential of a district-scale copper-silver system.
Burntland Project Overview
The Burntland Project comprises approximately 2,781 hectares in northern New Brunswick. The project is interpreted as a copper-silver-gold carbonate replacement and skarn system hosted in the White Head Formation and associated with Devonian intrusions.
Figure 1 - Strategic Land Position: Burntland Project (yellow) surrounded by Puma Exploration land package (blue)
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Figure 2 - Historical Exploration Legacy: drilling, trenching and mineral occurrences
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Figure 3 - Magnetic Targets: six high-priority anomalies identified from airborne survey
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The project occupies a highly strategic land position, as it is surrounded by claims held by Puma Exploration, enhancing its importance within a broader district-scale mineralized system. Mineralization consists of garnet-magnetite skarn and carbonate replacement zones formed within favorable sedimentary units.
Historical exploration by Teck, Noranda and Brunswick Mining identified high-grade copper-silver lenses, while modern work by Cat includes a 2021 airborne magnetic survey defining six priority targets and diamond drilling totaling 1,416 metres. Notable drill results include 118.84 metres grading 0.42% CuEq (including 58.62 metres at 0.76% CuEq) and 7.04 metres grading 0.92% CuEq. Mineralization is interpreted as distal to an intrusive source, suggesting potential for stronger mineralization closer to the core.
Qualified Person
Mr. Patrick Laforest, P.Geo (Québec), is the qualified person as defined by National Instrument 43-101 and is an independent consultant geologist who has reviewed and approved the technical contents of this press release.
Private Placement Offering
The Company is also pleased to announce that it intends to complete a private placement of units for total gross proceeds of up to $300,000 (the "Offering").
Securities to be issued pursuant to the Private Placement shall consist of an amount of up to 30,000,000 units of the Company (the "Units") issued at a price of $0.01 per Unit, with each Unit comprising one common share in the capital of the Company (each a "Common Share") and one common share purchase warrant (each a "Warrant"), with each warrant entitling its holder thereof to acquire one additional common share of the Company at a price of $0.05 per Common Share until November 21, 2030. On closing, the Warrants will trade on the Canadian Securities Exchange ("CSE") under the ticker symbol "CAT.WT".
Net proceeds from the Offering will be used by the Company for general working capital purposes.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), the Common Shares, the Warrants and Units will be offered by way of private placement pursuant to applicable exemptions from NI 45-106. The Offering is expected to close on or about April 3, 2026, subject to the satisfaction or waiver of the customary closing conditions, including the approval of the CSE. The Company may pay brokers in the context of the Offering. The Offering may close in multiple tranches.
It is expected that certain directors and officers of the Corporation (the "Insiders") may participate in the Offering. The participation of Insiders in the Offering will constitute a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Corporation anticipates relying on exemptions from the minority shareholder approval and formal valuation requirements applicable to the related-party transactions under sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, as neither the fair market value of the securities to be acquired by the participating Insiders nor the consideration to be paid by such directors and officers is anticipated to exceed 25 percent of the Corporation's market capitalization.
The securities to be offered pursuant to the Offering have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About CAT Strategic Metals Corporation:
CAT Strategic Metals Corporation is a Canadian based mineral exploration company focused on the acquisition and derisking of overlooked projects situated in well-established geological districts in North America. The Company is specially focused on minerals which are considered highly strategic from a monetary as well as global infrastructure and energy point of view. CAT's shares trade on the Canadian Securities Exchange (CSE) under the trading symbol "CAT", on the OTCMarkets.com under the trading symbol "CATTF", and on the Frankfurt Stock Exchange under the symbol "8CHA".
ON BEHALF OF THE BOARD
Robert Rosner
Chairman, President & CEO
Further information regarding the Company can be found on SEDAR at www.SEDAR.com, by visiting the Company's website www.catstrategic.com or by contacting the Company directly at (604) 674-3145.
This news release may contain forward-looking statements. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. Particular risks applicable to this press release include risks associated with planned production, including the ability of the company to achieve its targeted exploration outline due to regulatory, technical or economic factors; and the completion of the transactions contemplated herein. In addition, there are risks associated with estimates of resources, and there is no guarantee that a resource will be found or have demonstrated economic viability as necessary to be classified as a reserve. There is no guarantee that additional exploration work will result in significant increases to resource estimates.
Neither Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.
We seek safe harbour.
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
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