Flow Metals Announces Closing of Shares for Debt

Flow Metals Announces Closing of Shares for Debt

Flow Metals Corp. (CSE: FWM) ("Flow Metals" or the "Company") is pleased to announce that, further to its news release dated January 23, 2026, it has closed a debt settlement transaction (the "Debt Settlement") with certain insiders' of the Company pursuant to which the Company settled CAD$78,000 of indebtedness by issuing 1,200,000 common shares of the Company (the "Common Shares") at a deemed price of C$0.065 per Common Share.

In accordance with applicable securities laws, the securities issued pursuant to the Debt Settlement are subject to a four month and one day hold period expiring on May 31, 2026.

Insider Participation: Two insiders of the Company participated in the Debt Settlement and were issued an aggregate of 1,200,000 Common Shares. Such participation constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company has relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 set out in sections 5.5(a) and 5.7(1)(a) of MI 61-101, on the basis that neither the fair market value of the securities issued to, nor the consideration paid by, the related party exceeded 25% of the Company's market capitalization, as determined in accordance with MI 61-101.

About Flow Metals

Flow Metals is a Canadian mineral exploration company focused on grassroots copper and gold discovery in mining-friendly jurisdictions. New Brenda is a copper-silver-molybdenum porphyry project in British Columbia's Quesnel terrane and Sixtymile is a Yukon gold project in the historic Sixtymile gold district.

For further information, please contact:

Scott Sheldon, President
604.725.1857
scott@flowmetals.com

Forward-Looking Information

This press release may include "forward-looking information" (as that term is defined by Canadian securities legislation), concerning the Company's business. Forward-looking information is based on certain key expectations and assumptions made by the Company's management, including future plans for the exploration and development of its mineral properties, future production, reserve potential, and events or developments that the Company expects. Although the Company believes that such expectations and assumptions are reasonable, investors should not rely unduly on such forward-looking information as the Company can give no assurance, they will prove to be correct. Forward-looking statements in this press release are made as of the date of this press release. The Company disclaims any intent or obligation to publicly update any forward looking information (whether because of new information, future events or results, or otherwise) other than as required by applicable securities laws. There are several risk factors that could cause future results to differ materially from those described herein. Information identifying risks and uncertainties is contained in the Company's filings with the Canadian securities regulators, which filings are available at www.sedarplus.ca.

The Canadian Securities Exchange (operated by CNSX Markets Inc.) has neither approved nor disapproved of the contents of this news release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/282236

News Provided by TMX Newsfile via QuoteMedia

FWM:CC
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Flow Metals (CSE:FWM)

Flow Metals

Uncovering Canada's Gold & Copper Riches

Uncovering Canada's Gold & Copper Riches Keep Reading...

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Investor Insight

Flow Metals offers high-leverage exposure to gold and copper discoveries in Canada’s most prolific mining jurisdictions. The fully permitted and drill ready Sixtymile project represents a Tier 1-scale target in the Yukon’s iconic Dawson Mining District.

Overview

Flow Metals (CSE:FWM) is a mining exploration company with assets in established mining districts in Canada. It holds 100 percent ownership in two projects, including the Sixtymile gold project and the New Brenda project in the copper-rich British Columbia Quesnel terrane.

The company’s primary strategy focuses on developing projects with robust comparables demonstrating proven paths to success, significantly reducing exploration costs and logistical barriers. By applying modern structural interpretations and high-resolution geophysics to underexplored assets, Flow Metals aims to identify the bedrock sources of some of Canada's most storied placer gold and copper-rich districts.

The company is led by a management and technical team with extensive experience in the Yukon and British Columbia, including a history of successful project divestment, such as the sale of the Wels Gold project. This track record is supported by strong local relationships, including a 10-year permit achieved through collaborative engagement with the Yukon Government and the Tr’ondëk Hwëch’in First Nation. Flow Metals remains focused on creating shareholder value through a lean corporate structure and aggressive, permit-ready exploration programs.

Company Highlights

  • Discovery-Driven Strategy: Modern geological reinterpretation at Sixtymile has identified a 19 -kilometre thrust fault corridor and a fold-controlled orogenic model, narrowing targets for high-grade lode gold sources.
  • Strategic Mining Jurisdictions: Focus on high-potential, road-accessible gold and copper projects in the Yukon’s Tintina Gold Belt and British Columbia’s Quesnel Terrane.
  • 10-Year Exploration Permit: Newly secured Class 3 permit at the flagship Sixtymile Gold Project, authorizing up to 100 drill holes annually and enabling long-term systematic exploration.
  • Low Overhead, High Ground Impact: Projects feature existing infrastructure, including road access and local placer mining equipment, ensuring exploration budgets are directed primarily into the ground.
  • Highly-experienced management team: Chairman Don Sheldon has over 30 years of experience working with issuers, while Director Scott Sheldon brings exploration expertise, credited with the Wels Gold discovery in Yukon and the HSP nickel-copper sulphide project in Quebec.

Key Projects

Sixtymile Gold Project

Flow Metals Sixtymile Gold Project

Flow Metals’ flagship Sixtymile gold project is located approximately two hours west of Dawson City, Yukon. It is situated about 20 minutes from the Top of the World Highway and is road accessible.

The company has held ownership of the project since 2018, with a recent 10-year drilling permit from the Yukon government received in late 2025. The permit allows annual drilling of a maximum of 100 holes within the period, alongside five kilometers of trenching and road upgrades.

Historically, The Sixtymile district has collectively produced more than 500,000 ounces of placer gold since the Yukon gold rush of the late 19th century.

Technical updates in 2026 confirmed a fold‑controlled orogenic gold model, with gold‑bearing quartz veins concentrated in antiformal fold geometries, providing a refined structural framework for drill targeting.

In 2026 the company secured two neighboring properties contiguous to the Sixtymile project, aligning with the goal of expanding its control of the Sixtymile Gold District and increasing its land position to approximately 16,800 hectares. The new epithermal project “covers a section of the northern thrust fault zone and part of an epithermal zone on the west central part of the claim block,” Flow Metals said. “(It) encompasses the headwaters of the historic Miller, Glacier Bedrock and Little Gold placer-producing drainages.”

New Brenda Project

Xenolith Porphyry Target

The New Brenda Project covers a 51.3‑square‑kilometer land package in southern British Columbia’s prolific Quesnel Terrane, one of Canada’s most productive copper‑gold districts. Strategically situated between the past‑producing Brenda Mine and the active Elk Mine, the project benefits from direct road access and proximity to established infrastructure, reducing exploration risk and costs.

The Quesnel Terrane hosts a number of porphyry copper-gold with silver and or molybdenum deposits and mineral prospects. New Brenda’s Xenolith Porphyry (XP) target benefits from this scale, with two major anomalous zones outlined: one stretching an impressive 2,000 meters across, and another spanning more than 1,000 meters with elevated copper, molybdenum, silver and arsenic values. Highly anomalous copper samples were discovered 780 meters to the southeast, expanding the mineralized footprint and hinting at a much larger system waiting to be tested.

The 2025 exploration program reinforced this potential. Test samples, including drill core collected roughly 80 meters northeast of the N1 showing, returned consistently elevated molybdenum values ranging from 2.2 to 7.4 ppm. These results, combined with kilometer‑scale anomalies, suggest a robust porphyry system with multiple mineralized centers.

Management Team

Don Sheldon, MBA - Chairman

Bringing over 30 years of experience working with reporting issuers, Sheldon has had an extensive career managing and raising capital for junior resource companies. He has also held positions with Range Oil & Gas, Shoal Point Energy, Castle Rock Minerals, and Pure Gold.

Brian Murray – Director

Murray has worked as a Chartered Professional Accountant in Ontario since 1973. He has worked with reporting issuers for more than 20 years and is also CFO and a Director with Sea Green Capital Inc. From January 2008 to date, Murray has also served as President and Director of Nebu Resources Corp., a TSXV-listed company engaged in the acquisition, exploration and development of mineral properties in Canada.

Harley Slade – Director

A professional geologist who joined Flow Metals in 2018, Slade has since provided his geological expertise for the company’s exploration efforts, including programs for the Sixtymile and New Brenda projects. He is also currently the President of Caveman Exploration.

Scott Sheldon – Director

Scott Sheldon’s first work with junior exploration dates back to the early 1990s. He later became a provider of web services and campaign management to various junior miners in Vancouver. He holds strong exploration knowledge in Canadian mining districts as President of Go Metals Corp., the company responsible for the Wels Gold discovery south of the Yukon White Gold district and the HSP nickel-copper sulphide project in Quebec.

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