Finlay Minerals Receives TSX Venture Exchange Approval for PIL Earn-In Agreement

Finlay Minerals Receives TSX Venture Exchange Approval for PIL Earn-In Agreement

finlay minerals ltd. (TSXV: FYL) (OTCQB: FYMNF) ("Finlay" or the "Company") is pleased to announce the receipt of TSX Venture Exchange (the " Exchange ") conditional acceptance for its previously announced earn-in agreement (the " PIL Earn-In Agreement ") with Freeport-McMoRan Mineral Properties Canada Inc. (" Freeport "), a wholly owned subsidiary of Freeport-McMoRan Inc. (NYSE:FCX) relating to its PIL property (" PIL Property "). The PIL Property consists of 50 mineral claims in the Toodoggone District of northern British Columbia . The Company also entered into an earn-in agreement (the " ATTY Earn-In Agreement ") with Freeport relating to its ATTY property (the " ATTY Property ", together with the PIL Property, the " Properties "). The ATTY Earn-In Agreement is not subject to Exchange approval, as it qualifies as an "Exempt Transaction" under Exchange Policy 5.3 Acquisitions and Dispositions of Non-Cash Assets . The PIL and ATTY earn-in agreements are arm's length transactions, and no finder's fees are payable in connection with either earn-in agreement.

Finlay Minerals Ltd. logo (CNW Group/Finlay Minerals Ltd.)

Pursuant to the PIL Earn-In Agreement, Freeport may acquire an 80% interest in the PIL Property by making aggregate cash payments of CAD $3,000,000 to Finlay and completing an aggregate of $25,000,000 of exploration expenditures on the PIL Property over a 6-year period. Pursuant to the ATTY Earn-In Agreement, Freeport may acquire an 80% interest in the ATTY Property by making aggregate cash payments of CAD $1,100,000 to Finlay and completing an aggregate of $10,000,000 of exploration expenditures on the ATTY Property over a 6-year period. The earn-in in respect of each of the Properties may be exercised separately, and the full details of the exercise requirements for each earn-in are set out in the table below. Following the completion of the earn-in on either of the Properties, Freeport and Finlay will respectively hold interests of 80% and 20% in such Property, and a joint venture company will be formed for further exploration and development. In the event that a party does not fund their portion of further joint venture programs, their interests in the joint venture company will dilute. Any party that dilutes to below a 10% interest in the joint venture company will exchange its joint venture company interest for a net smelter returns (" NSR ") royalty of 1% on the applicable Property, which is subject to a 0.5% buyback for USD $2,000,000 .

Table 1 . Staged cash and expenditure terms for the PIL and ATTY earn-in agreements.


PIL

ATTY


Cash

Work

Cash

Work

Year 1

$ 550,000

{replace1}nbsp; 750,000

{replace1}nbsp; 150,000

{replace1}nbsp; 500,000

Year 2

$ 350,000

$ 1,000,000

{replace1}nbsp; 100,000

{replace1}nbsp; 1,000,000

Year 3

$ 375,000

$ 3,000,000

{replace1}nbsp; 125,000

{replace1}nbsp; 1,500,000

Year 4

$ 400,000

$ 5,250,000

{replace1}nbsp; 150,000

{replace1}nbsp; 2,000,000

Year 5

$ 500,000

$ 5,500,000

{replace1}nbsp; 275,000

{replace1}nbsp; 2,000,000

Year 6

$ 825,000

$ 9,500,000

{replace1}nbsp; 300,000

{replace1}nbsp; 3,000,000

Total (CAD)

$3,000,000

$25,000,000

$1,100,000

$10,000,000

These earn-in requirements can be accelerated by Freeport at its discretion. During the earn-in period, Finlay will be the operator on the Properties, collecting an operator's fee, under the direction of a joint technical committee that will approve work programs and budgets during the earn-in period.

The PIL & ATTY Properties are each subject to a 3.0% NSR royalty held by Electrum Resource Corporation (" Electrum "), a private company, the outstanding voting shares of which are held by Company directors John A. Barakso and Ilona B. Lindsay . The Company has a current right to buy back ½ of the royalty (1.5%) on each property for an aggregate payment of $2,000,000 and $1,500,000 respectively. Finlay and Electrum have entered into amended and restated royalty agreements (the " A&R Royalty Agreements ") relating to each of the PIL and ATTY Properties, pursuant to which upon and subject to the exercise of the earn-in in respect of each Property by Freeport , the buy-back right will be amended to provide for a 2.0% royalty buy-back for each Property, in consideration for an increased buy-back payment that will be sole-funded by Freeport without joint venture dilution to Finlay, and will be divided equally between Finlay and Electrum. For the PIL Property, the increased buy-back will be:

    1. USD$10,000,000 if the buy-back is exercised on or before the date that is 60 days following the report of an initial Pre-Feasibility Study (as defined in National Instrument 43-101 – Disclosure Standards for Mineral Projects (" NI 43-101 ")) on the PIL Property;
    2. USD$15,000,000 if the buy-back is exercised on or before the date that is 60 days following the report date of an initial Feasibility Study (as defined in NI 43-101) on the PIL Property; or
    3. USD$20,000,0000 if the buy-back is exercised on or after commercial production.

For the ATTY Property, the increased buy-back will be:

    1. USD$5,000,000 if the buy-back is exercised on or before the date that is 60 days following the report of an initial Pre-Feasibility Study on the ATTY Property;
    2. USD$7,500,000 if the buy-back is exercised on or before the date that is 60 days following the report date of an initial Feasibility Study on the ATTY Property; or
    3. USD$10,000,0000 if the buy-back is exercised on or after commercial production.

Under the A&R Royalty Agreements, Finlay and Electrum have also agreed, subject to the exercise of the applicable Freeport earn-in, to extinguish share issuance obligations of 1,000,000 common shares and 500,000 common shares owing to Electrum prior to or on a production decision on the PIL and ATTY Properties respectively.

Freeport-McMoRan (FCX) is a leading international metals company focused on copper, with major operations in the Americas and Indonesia and significant reserves of copper, gold, and molybdenum.

About the PIL Property:

The 100% owned PIL Property covers 13,374 hectares of highly prospective ground in the prolific Toodoggone mining district of north-central British Columbia. The core PIL claims were staked over 30 years ago by the founders of the Company. Over the decades, numerous Cu-Au-Mo porphyry and porphyry-related Au-Ag epithermal targets have been identified at PIL. The identified targets are central to a broader 70 km porphyry corridor trend, which includes: Centerra Gold's past producing Kemess South Cu-Au porphyry mine and Kemess Underground Cu-Au-Ag porphyry resource, Thesis Gold's Lawyers-Ranch Au-Ag epithermal resource, and the newly discovered Amarc Resources and Freeport AuRORA Cu-Au-Ag porphyry. Readers are cautioned that mineralization on the foregoing regional properties is not necessarily indicative of mineralization on the PIL Property. The PIL Property is road accessible and permitted for the 2025 season.

About the ATTY Property:

The 100% owned ATTY Property covers 3,875 hectares in the prolific Toodoggone mining district of north-central British Columbia. The ATTY Property adjoins Centerra Gold's Kemess Project and Amarc Resources and Freeport's JOY property. Several epithermal-style Ag ± Au ± Cu ± base-metal veins are exposed on the ATTY Property, and geochemical and geophysical work have outlined at least two promising porphyry targets, including the drill-ready KEM Target. The ATTY Property is road accessible and permitted for the 2025 season.

Qualified Person:

Wade Barnes , P. Geo. and Vice President, Exploration for Finlay and a qualified person as defined by National Instrument 43-101, has reviewed and approved the technical content of this news release.

About finlay minerals ltd.

Finlay is a TSXV company focused on exploration for base and precious metal deposits with five 100% owned properties in northern British Columbia : the PIL and ATTY properties in the Toodoggone, the Silver Hope Cu-Ag Property (21,322 ha) and the SAY Cu-Ag Property (26,202 ha) and JJB Property (15,423 ha) in the Bear Lake Corridor of BC.

Finlay Minerals is advancing the ATTY, PIL, JJB, SAY and Silver Hope Properties that host copper-gold porphyry and gold-silver epithermal targets within different porphyry districts of northern and central BC. Each property is located in areas of recent development and porphyry discoveries with the advantage of hosting the potential for new discoveries.

Finlay trades under the symbol "FYL" on the TSXV and under the symbol "FYMNF" on the OTCQB. For further information and details, please visit the Company's website at www.finlayminerals.com

On behalf of the Board of Directors,

Robert F. Brown
President, CEO & Director

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 Information: This news release includes certain "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of applicable Canadian securities legislation. All statements in this news release that address events or developments that we expect to occur in the future are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, although not always, identified by words such as "expect", "plan", "anticipate", "project", "target", "potential", "schedule", "forecast", "budget", "estimate", "intend" or "believe" and similar expressions or their negative connotations, or that events or conditions "will", "would", "may", "could", "should" or "might" occur. All such forward-looking statements are based on the opinions and estimates of management as of the date such statements are made. Forward-looking statements in this news release include statements regarding, among others, the exploration plans for the Properties and the potential exercise of Freeport's option to acquire an interest in the Properties. Although Finlay believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploration successes, and continued availability of capital and financing and general economic, market or business conditions. These forward-looking statements are based on a number of assumptions including, among other things, assumptions regarding general business and economic conditions, the timing and receipt of regulatory and governmental approvals, the ability of Finlay and other parties to satisfy stock exchange and other regulatory requirements in a timely manner, the availability of financing for Finlay's proposed transactions and programs on reasonable terms, and the ability of third-party service providers to deliver services in a timely manner. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements,   and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein. Finlay does not assume any obligation to update or revise its forward-looking statements, whether as a result of new information, future or otherwise, except as required by applicable law.

SOURCE finlay minerals ltd.

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Leveraging Exceptional Assets and Technical Experience in British Columbia

Finlay Minerals Announces Non-Brokered Private Placement of Flow-Through Shares and Non-Flow-Through Units

Finlay Minerals Announces Non-Brokered Private Placement of Flow-Through Shares and Non-Flow-Through Units

/NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES/

finlay minerals ltd. (TSXV: FYL) (OTCQB: FYMNF ) ("Finlay" or the "Company") is pleased to announce that it intends to complete a non-brokered private placement (the " Private Placement ") consisting of the issuance of any combination of: (i) common shares of the Company to be issued on a flow-through basis under the Income Tax Act ( Canada ) (each, a " FT Share ") at a price of $0.11 per FT Share, and (ii) non-flow-through units of the Company (each, a " NFT Unit ") at a price of $0.10 per NFT Unit, for aggregate gross proceeds to the Company of up to $1,000,000 . The Private Placement is subject to a minimum offering amount of $500,000 to be raised through any combination of FT Shares and NFT Units.

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Finlay Minerals Appoints an Executive Chairman, President & CEO, and Vice President, Corporate Development

Finlay Minerals Appoints an Executive Chairman, President & CEO, and Vice President, Corporate Development

finlay minerals ltd. (TSXV: FYL) (OTCQB: FYMNF) ("Finlay" or the "Company") is pleased to announce that it has appointed Robert F. Brown as Executive Chairman of the Board, and Ilona Barakso Lindsay as President & Chief Executive Officer. Mr. Brown and Ms. Lindsay formerly held the positions of President & CEO, and Vice President Corporate Relations, respectively. Both Mr. Brown and Ms. Lindsay also continue to be directors of Finlay.

Finlay Minerals Ltd. logo (CNW Group/Finlay Minerals Ltd.)

The Company is further pleased to announce the appointment and to welcome Susan Flasha as Vice President, Corporate Development. Ms. Flasha has held positions with Brixton Metals in Corporate Development and as Senior Geologist where she established partnerships with BHP Group Ltd. and Eldorado Gold Corp., and Pretium Resources as Senior Project Geologist for the Brucejack Mine and Bowser Regional Exploration program. Ms. Flasha holds a Master of Science degree in Geological Sciences from Queen's University.

Gord Steblin continues as Chief Financial Officer and Wade Barnes as Vice President, Exploration of the Company. The Company recognizes and thanks them both for their continued efforts and support as we advance Finlay.

About finlay minerals ltd.

Finlay is a TSXV company focused on exploration for base and precious metal deposits through the advancement of its ATTY, PIL, JJB, SAY and Silver Hope Properties; these properties host copper-gold porphyry and gold-silver epithermal targets within different porphyry districts of northern and central BC. Each property is located in areas of recent development and porphyry discoveries with the advantage of hosting the potential for new discoveries.

Finlay trades under the symbol "FYL" on the TSXV and under the symbol "FYMNF" on the OTCQB. For further information and details, please visit the Company's website at www.finlayminerals.com

On behalf of the Board of Directors,

Robert F. Brown ,
Executive Chairman of the Board & Director

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 Information: This news release includes certain "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of applicable Canadian securities legislation. All statements in this news release that address events or developments that we expect to occur in the future are forward-looking statements.  Forward-looking statements are statements that are not historical facts and are generally, although not always, identified by words such as "expect", "plan", "anticipate", "project", "target", "potential", "schedule", "forecast", "budget", "estimate", "intend" or "believe" and similar expressions or their negative connotations, or that events or conditions "will", "would", "may", "could", "should" or "might" occur. All such forward-looking statements are based on the opinions and estimates of management as of the date such statements are made. Forward-looking statements in this news release include statements regarding, among others, the exploration plans for the Properties. Although Finlay believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploration successes, and continued availability of capital and financing and general economic, market or business conditions. These forward-looking statements are based on a number of assumptions including, among other things, assumptions regarding general business and economic conditions, the timing and receipt of regulatory and governmental approvals, the ability of Finlay and other parties to satisfy stock exchange and other regulatory requirements in a timely manner, the availability of financing for Finlay's proposed transactions and programs on reasonable terms, and the ability of third-party service providers to deliver services in a timely manner. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements,   and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein. Finlay does not assume any obligation to update or revise its forward-looking statements, whether as a result of new information, future or otherwise, except as required by applicable law.

SOURCE finlay minerals ltd.

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Finlay Minerals stakes the JJB Property - within the Bear Lake Corridor of British Columbia

Finlay Minerals stakes the JJB Property - within the Bear Lake Corridor of British Columbia

finlay minerals ltd. (TSXV: FYL) (OTCQB: FYMNF) ("Finlay" or the "Company") is pleased to announce the staking of 9 mineral claims covering 15,453 hectares (approximately 154 km²) in the northern Bear Lake Corridor of British Columbia . The JJB Property is named in honour of Finlay's Founder, John J. Barakso who was an early advocate for the potential of the Bear Creek Corridor.

Figure 1. New JJB Property location and expanded SAY Property boundary. (CNW Group/Finlay Minerals Ltd.)

JJB PROPERTY:

The JJB Property is located within a highly prospective 135-kilometer-long belt in the Stikine Terrane, which hosts several significant copper (Cu) and silver (Ag) showings and prospects. Noteworthy nearby projects include Zimtu Capital Corp.'s Copperline Project and Doubleview Gold Corp.'s Red Spring Project. Additionally, porphyry projects along the Bear Lake trend include Imperial Metals' Cu-Mo Porphyry Bear Lake Project, American Eagle Gold's Cu-Au-Mo ± Ag NAK Project, Amarc Resources Ltd.'s DUKE Project, and HDI Quartz Mountain's Cu Porphyry Jake Project.

The JJB area has geology similar to that of the deposits found in the Bear Lake Corridor. Three main copper showings have been identified on the property: Squingula, Quin, and Pat. The Squingula and Quin showings are located near an Eocene intrusion on the west side, characterized by a coincident magnetic high. This magnetic high is surrounded by a low that corresponds with an iron oxide anomaly, potentially indicative of a porphyry target. Both the intrusion and the magnetic and iron oxide signatures are associated with a multi-element geochemical anomaly identified through limited sampling. Mineralization appears to be influenced by major northwest-trending structures and east-west cross structures, with known mineralization occurring at the intersections of these structures.

In 2025, exploration work at the JJB will focus on expanding the geochemical anomalies within the gossanous magnetic low surrounding the magnetic high. Priority will be given to an airborne magnetic survey, along with prospecting and soil sampling.

Details on the JJB Property can be found in the JJB Property Technical Presentation and in the Properties section of the Company website at www.finlayminerals.com .

SAY PROPERTY:

Lying 4 km south of Finlay's new JJB Property, work continues on the SAY Property, which has recently been expanded with additional staking to the north and south. The SAY Property now totals 26,202 hectares. The SAY Property was acquired in 2024, and an inaugural field program focused on chip sampling and mapping along the 4.3-kilometer-long SPUR Trend. This led to the discovery of the AG Zone and confirmed the continuity of high-grade Cu-Ag mineralization in the East Breccia Zone.

The SPUR is a high-grade Cu-Ag structural vein and breccia target that extends for 4.3 km along the north-northwest Tsaytut Spur ridge * .

The SHEL target area is a Cu-Mo porphyry identified through historic mapping and drilling. SHEL mineralization is reported to be associated with veining and breccias within quartz-feldspar porphyry dikes and lies on the western margin of an unexplored 3 km x 2 km magnetic high * . Historical assays and airborne magnetic data indicate the potential for the expansion of known mineralization in these two target areas.

In 2025, exploration work at the SAY will aim to expand the mineralized footprint of the SPUR and SHEL targets through geological mapping, soil sampling, and an airborne magnetic survey.

Details on the SAY Property, can be found in the SAY Property Technical Presentation and in the Properties section of the Company website at www.finlayminerals.com .

References:

*

Refer to finlay minerals ltd. News Release # 11-24 dated October 3, 2024 entitled: " Finlay Minerals has completed its Inaugural Field Program at the High-Grade Copper-Silver SAY Property " available on SEDAR at www.sedarplus.ca.

Qualified Person:

Wade Barnes , P. Geo. and Vice President, Exploration for Finlay Minerals and a qualified person as defined by National Instrument 43-101, has approved the technical content of this news release.

About finlay minerals ltd.

Finlay is a TSXV company focused on exploration for base and precious metal deposits with five 100%-owned and operated properties in northern British Columbia . In addition to the JJB & SAY Properties, the Company holds the:

  • PIL Property , which covers 13,374 ha in the heart of the Toodoggone region, has numerous porphyry Cu-Au ± Ag targets and associated epithermal Au-Ag mineralization. Exploration on the PIL Property is fully funded for 2025 with the signing of an Earn-In-Agreement with Freeport-McMoRan (Refer to news release FYL NR03-25 entitled: "Finlay Minerals Enters into Earn-In Agreements with Freeport for its PIL & ATTY Properties ". ) The PIL is neighboured by Amarc Resources and Freeport-McMoRan's joint venture JOY Project and TDG Gold Corporation's Shasta/Baker and Sofia Properties. The PIL Property is also 25 km northwest of Centerra Gold's past-producing Kemess South Mine and 15 km east of Thesis Gold's Lawyers Project.
  • ATTY Property covers 3,875 ha of sub-alpine terrain in the southern Toodoggone region. Exploration on the ATTY Property is also full-funded for 2025 with the signing of an Earn-In-Agreement with Freeport-McMoRan in April 2025.The Toodoggone is a northwest-trending belt of Triassic to Jurassic arc terranes that hosts numerous significant porphyry Cu-Au ± Ag and associated epithermal Au-Ag deposits. The ATTY Property is in between and contiguous to Centerra Gold's Kemess Project and the joint-venture JOY Project held by Amarc Resources and Freeport-McMoRan. The ATTY Property KEM target has similarities to the Kemess North Trend, which hosts the Kemess Underground and Kemess East deposits.
  • Silver Hope Property covers 21,322 ha and surrounds the past-producing Equity Silver Mine in the prospective Skeena Arch region of central B.C. The Silver Hope contains the Main Trend which is a >2 km Cu-Ag-Au mineralized trend with mineralization starting at surface. West of the Main Trend is the West Cu-Mo Porphyry which is also mineralized starting from surface. The Property hosts a network of forestry roads and trails and has all-year access from Houston, BC .

Finlay trades under the symbol "FYL" on the TSXV and under the symbol "FYMNF" on the OTCQB. For further information and details, please visit the Company's website at www.finlayminerals.com

On behalf of the Board of Directors,

Robert F. Brown
President, CEO & Director

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 Information:   This news release includes certain "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of applicable Canadian securities legislation. All statements in this news release that address events or developments that we expect to occur in the future are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, although not always, identified by words such as "expect", "plan", "anticipate", "project", "target", "potential", "schedule", "forecast", "budget", "estimate", "intend" or "believe" and similar expressions or their negative connotations, or that events or conditions "will", "would", "may", "could", "should" or "might" occur. All such forward-looking statements are based on the opinions and estimates of management as of the date such statements are made. Forward-looking statements in this news release include statements regarding, among others, the exploration plans for the JJB and SAY Properties. Although Finlay believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploration successes, and continued availability of capital and financing and general economic, market or business conditions. These forward-looking statements are based on a number of assumptions including, among other things, assumptions regarding general business and economic conditions, the timing and receipt of regulatory and governmental approvals, the ability of Finlay and other parties to satisfy stock exchange and other regulatory requirements in a timely manner, the availability of financing for Finlay's proposed transactions and programs on reasonable terms, and the ability of third-party service providers to deliver services in a timely manner. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Finlay does not assume any obligation to update or revise its forward-looking statements, whether as a result of new information, future or otherwise, except as required by applicable law.

SOURCE finlay minerals ltd.

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Finlay Minerals Enters into Earn-In Agreements with Freeport for its PIL & ATTY Properties

Finlay Minerals Enters into Earn-In Agreements with Freeport for its PIL & ATTY Properties

finlay minerals ltd. (TSXV: FYL) (OTCQB: FYMNF) ("Finlay" or the "Company") announces that the Company has entered into two definitive earn-in agreements (the " Earn-In Agreements ") with Freeport-McMoRan Mineral Properties Canada Inc. (" Freeport "), a wholly owned subsidiary of Freeport-McMoRan Inc. (NYSE: FCX), pursuant to which it has granted Freeport separate options to earn an 80% interest in its PIL and ATTY Properties (the " Properties ") in the Toodoggone District of northern British Columbia .

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