Golden Sky Minerals Corp. Options the Squid East Property in the Matson Creek Placer Camp, Yukon

Golden Sky Minerals Corp. Options the Squid East Property in the Matson Creek Placer Camp, Yukon

Golden Sky Minerals Corp. (TSXV: AUEN.V, OTC:MCREF) (the "Company" or "Golden Sky") is pleased to announce that the company has signed an option agreement with Metals Creek Resources Corp. (TSXV: MEK, OTC: MCREF) whereby Golden Sky has the right to earn a 100% interest in the company's Squid East claims in the Yukon.

Metals Creek Resources Corp (Metals Creek) initially staked the Squid East Property in February 2011, during the staking rush that ensued after the discovery of the White Gold deposit. The claims are located proximal to the Matson Creek placer gold operations, approximately 80 km northwest of Newmont's Coffee Project and 90 km southwest of Dawson City. Soil sampling, trenching and limited diamond drilling carried out in 2013 and 2017 resulted in the discovery of a new gold (Au)-silver (Ag) zone with characteristics similar to other discoveries in the White Gold district. Adding the Squid East Property bolsters Golden Sky's land package in a district known for metallogenically diverse deposit settings including significant porphyry copper-gold-molybdenum (Cu-Au-Mo) systems, Intrusion Related Gold systems (IRGS), and Volcanogenic Massive Sulphide (VMS) systems (Figure 1).

John Newell, President and CEO of Golden Sky Minerals Corp. states: "Golden Sky Minerals and the geological team are excited to compile the recently acquired Squid East data and get boots on the ground as soon as possible. We plan on confirming and expanding the known showings but also investigating areas that previous exploration may have overlooked. To add to this, the Squid East property is a neighbour to our recent bonanza-grade discovery on the Hotspot Property (42.4 g/t Au over 1.05 m, within 102 meters of 0.85 g/t Au in hole HS-21-02) . We plan on using what we've learned at Hotspot and applying some of the same techniques at Squid East."

Golden Sky Minerals Hotspot Property is located 18 kilometers southwest of the Squid East option along the Yukon-Alaska border (Figure 2). The properties are located in the North Ladue placer district which has produced >20,000 oz of placer gold. The North Ladue area is ~50km south of the prolific Sixtymile placer district which has produced >230,000 oz of placer gold historically.

Squid East Property Highlights

  • The Squid Property is located within the Tintina Gold Province, which is a region that underwent significant magmatism during the Cretaceous period (Figure 1). This period of magmatism is associated both with Cu-Au-Mo Porphyry systems and Intrusion Related Gold systems such as the Casino porphyry Cu-Mo-Au-Ag deposit (2.4 Bt grading 0.14% Cu and 0.19 g/t Au) and the nearby Tanacross Project, which hosts the Taurus porphyry Cu-Mo-Au-Ag deposit in Alaska (75.2 Mt grading 0.275% Cu and 0.166 g/t Au).
  • The property is located at the intersection of northwest and northeast trending fault systems that developed in conjunction with the more regional Tintina and Denali fault systems. Magmatic activity is often concentrated around these secondary structures, which commonly act as conduits for mineralized fluids.
  • In 2013, airborne magnetic geophysical surveys were flown by Metals Creek Resources, which outlined several magnetic anomalies in the southwest area of the property (Figure 3). These magnetic anomalies are haloed by moderate "low" magnetic signatures, interpreted as zones of magnetic destruction due to localized metasomatism. Soil geochemical sampling revealed that these features are associated with elevated Cu, Au, Ag, Mo, zinc (Zn), mercury (Hg), arsenic (As), barium (Ba), and antimony (Sb) values. Anomalous zones with elevated molybdenum, copper, gold, and zinc may outline potential porphyry targets (Figure 3).
  • Soil sampling in 2012 outlined the Exploits zone (~600m x 200m) with gold-in-soil values ranging from 15.6 ppb up to 1,086.5 ppb gold (Figure 4). Trenching in 2013 uncovered bleached, locally hematite and fuchsite-altered sericite schist that returned 1.96 g/t Au and 160.6 g/t Ag over 22 metres. A 4-hole, 428 m diamond drilling program defined a shallowly dipping mineralized zone, with the best interval assaying 1.55 g/t Au and 114.1 g/t Ag over 21.0 metres (see MEK press releases dated August 6, 2013 and October 8, 2013)(Figure 5).
  • Additional drilling was carried out by Trifecta Gold in 2017, totaling 546.5 metres in five holes. This drilling yielded elevated gold and silver assays to a maximum of 2.1 g/t Au and 325 g/t Ag over 1.19 metres. (See Trifecta Gold's news release dated November 13, 2017). While Trifecta's drill program did not replicate the Metals Creek intersection, the mineralized horizons were intersected where anticipated, and the target remains open down-dip and along strike in both directions.

Figure 1 is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/dc6b56a8-c295-445b-994f-46784f853f30

Figure 2 is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/87a81e07-3c97-467d-8085-a94015ecfbfa

Figure 3 is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/033e1063-0696-40fa-b2d9-4d827a61c58b

Figure 4 is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/b8c3ee16-afe2-45eb-8bda-5b139e204b6f

Figure 5 is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/fadbcd1b-1ace-400b-b4b9-b223d75c99da

Transaction Details

Gold Sky Minerals will be deemed to have exercised the Option upon:

issuing an aggregate 1,200,000 Shares to Metals Creek as follows:

  • 150,000 Shares upon receipt of TSX Venture Exchange (the "Exchange") approval for the proposed transaction.
  • 150,000 Shares on or before the 31 st of December 2022;
  • 200,000 Shares on or before the 31 st of December 2023;
  • 300,000 Shares on or before the 31 st of December 2024; and
  • 400,000 Shares on or before the 31 st of December 2025.

Golden Sky will pay an aggregate of $100,000 to Metals Creek as follows.

  • $10,000 upon receipt of Exchange approval for the proposed transaction.
  • $15,000 on or before the 31st of December 2022;
  • $20,000 on or before the 31st of December 2023;
  • $20,000 on or before the 31 st of December 2024; and
  • $35,000 on or before the 31 st of December 2025

Golden Sky having expended a minimum of $850,000 of Exploration Expenditures on the Property as follows:

  • $50,000 on or before the 31 st of December 2022;
  • a further $100,000 on or before the 31 st of December 2023;
  • a further $200,000 on or before the 31 st of December 2024; and
  • a further $500,000 on or before the 31 st of December 2025.

Once Golden Sky is vested at 100% by meeting all the payments and expenditures above, Metals Creek will retain a 2.0% Net Smelter Return (NSR) Royalty on any future mineral production. Golden Sky Minerals Corp. will have the right to purchase 50% of the NSR from MEK for $1,000,000.

Alexander (Sandy) Stares, President and CEO of Metals Creek states, "We are delighted to find an option partner such as Golden Sky that is active in the Yukon, for an option agreement on the Squid East property. This agreement allows for the Squid East Project to receive the exploration it deserves while Metals Creek remains committed to and focused on the Dona Lake Gold Project in northwestern Ontario and the Ogden Project in Timmins."

The foregoing proposal may be subject to Exchange approval, in which regard the parties will provide such assistance and cooperation as may reasonably be required.

About Golden Sky Minerals Corp.

Golden Sky Minerals Corp. is a well-funded junior grassroots explorer engaged in the acquisition, assessment, exploration, and development of mineral properties located in highly prospective areas and mining-friendly districts. Golden Sky's mandate is to develop its portfolio of projects to the mineral resource stage through systematic exploration.

The drill-ready projects include Hotspot, Bullseye, and Luckystrike, all in Yukon, Canada. In addition, the recent purchases of the Rayfield Copper-Gold Project in southern British Columbia, and the staking of the Eagle Mountain Gold Project in the Cassiar Gold District in northern British Columbia, add to the company's substantial early-stage Canadian project pipeline.

The company was incorporated in 2018 and is headquartered in Vancouver, British Columbia, Canada.

More information can be found at the Company's website at www.goldenskyminerals.com

ON BEHALF OF   THE   BOARD

John Newell, President and Chief Executive Officer

Carl Schulze, P. Geo., Consulting Geologist with Aurora Geosciences Ltd, is a qualified person as defined by National Instrument 43-101 for Golden Sky's Yukon exploration projects and has reviewed and approved the technical information in this release.

For new information from the Company's programs, please visit Golden Sky's website at www.GoldenSkyMinerals.com or contact John Newell by telephone (604) 568-8807 or by email at info@goldenskyminerals.com or john.newell@goldenskyminerals.com .

Neither the 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.

Forward-Looking Statements

Statements contained in this news release that are not historical facts are "forward-looking information" or "forward-looking statements" (collectively, "Forward-Looking Information") within the meaning of applicable Canadian securities legislation. In certain cases, Forward-Looking Information can be identified by the use of words and phrases such as "anticipates", "expects", "understanding", "has agreed to" or variations of such words and phrases or statements that certain actions, events or results "would", "occur" or "be achieved". Although Golden Sky has attempted to identify important factors and risks that could affect Golden Sky and may cause actual actions, events or results to differ materially from those described in Forward-Looking Information, there may be other factors and risks that cause actions, events or results not to be as anticipated, estimated or intended, including, without limitation: inherent risks involved in the exploration and development of mineral properties; the uncertainties involved in interpreting drill results and other exploration data; the potential for delays in exploration or development activities; the geology, grade and continuity of mineral deposits; the possibility that future exploration, development or mining results will not be consistent with Golden Sky's expectations; accidents, equipment breakdowns, title and permitting matters; labour disputes or other unanticipated difficulties with or interruptions in operations; fluctuating metal prices; unanticipated costs and expenses; uncertainties relating to the availability and costs of financing needed in the future, including to fund any exploration programs on its projects; that Golden Sky may not be able to confirm historical exploration results and other risks set forth in Golden Sky's public filings at www.sedar.com. In making the forward-looking statements in this news release, Golden Sky has applied several material assumptions, including the assumption that general business and economic conditions will not change in a materially adverse manner. There can be no assurance that Forward-Looking Information 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 Information. Except as required by law, Golden Sky does not assume any obligation to release publicly any revisions to Forward-Looking Information contained in this news release to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.


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HIGHLIGHTS

Logical consolidation of complementary assets in the Western Australian Goldfields

- The proposed transaction will consolidate Horizon's large gold resource and Poseidon's Black Swan processing infrastructure in the Kalgoorlie-Coolgardie districts.

- The combination provides a pathway for sustainable, long-term gold production and cashflow as an independent mid-cap producer.

Substantial resource base and regional tenure

- Combined JORC Mineral Resources of ~1.8Moz gold at an average grade of 1.84g/t Au and 422,700t nickel at an average grade of 1% Ni.

- Combined tenure of 1,309km2 in an attractive geological position in the WA Goldfields.

- A strong pipeline of production sources, Mineral Resource growth opportunities, advanced brownfield exploration targets and greenfield exploration opportunities.


Aligned strategy of using Poseidon's Black Swan infrastructure to fast-track gold production

- Refurbishment of the front end of the Black Swan processing plant and conversion of the back end to facilitate gold production presents a significantly faster, lower capital pathway to gold production compared to building a new gold processing plant in the region.

- Horizon's 465koz Burbanks and 428koz Boorara gold deposits form the cornerstone assets in a project pipeline aiming to deliver a 5-year mine plan to fill the Black Swan processing plant.

To view the Merger Presentation, please visit:
https://www.abnnewswire.net/lnk/DPBJR05Q

- Conversion of the Black Swan processing plant to a gold plant with throughput optionality will unlock latent value in Horizon's portfolio and open up the region for toll milling and further consolidation.

Shared focus and ambition to become the next mid-tier gold producer

- Horizon aims to become a sustainable, 100kozpa standalone producer following the merger and conversion & recommissioning of the Black Swan processing plant.

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- In addition to the combined entity's Kalgoorlie-Coolgardie gold assets, Lake Johnston and Windarra present highly strategic assets that have the ability to deliver further shareholder value.

- Situated in the southern Goldfields, the permitted Lake Johnston 1.5Mtpa processing plant and associated infrastructure presents an opportunity to develop a lithium processing hub in this emerging lithium province.

- Located in Laverton, Windarra's water resource and gold tailings present highly strategic assets

Potential for re-rating based on enhanced scale and market relevance

- Enhanced trading liquidity and scale to drive increased market relevance, grow investor appeal and improved access to capital.

- Lower combined corporate overheads to enable greater focus on asset investment.

OVERVIEW

Pursuant to the terms of the Scheme Implementation Deed:

- each Poseidon shareholder will receive 0.1156 Horizon shares for every 1 Poseidon Share held (the Share Scheme);

- each holder of Poseidon options (other than a POS Incentive Option - see below) (Poseidon Options) will receive 0.1156 new Horizon options for every 1 Poseidon Option held (the Option Scheme and, together with the Share Scheme, the Schemes); and

- Poseidon, Horizon and each holder of POS Incentive Options will enter into a deed under which all of the relevant POS Incentive Options will be cancelled (or transferred to Horizon or its nominee) for cash consideration, with effect from the Implementation Date and conditional on the Scheme becoming effective (POS Incentive Option Deed). The POS Incentive Options are not subject to the Option Scheme.

The exchange ratio under the Share Scheme was based on a 40% premium to the 30-day volume weighted average price (VWAP) of $0.0042 per Poseidon share for the period up to 22 October 2024 that is $0.006. Based on the last trading price of Poseidon shares as at 22 October 2024, which was $0.006 and represents a 0% premium to the last traded price.

Following implementation of the Schemes, Horizon shareholders will own 69.8% of the Combined Group (defined below) while Poseidon shareholders will own the remaining 30.2%.

The Schemes are unanimously recommended by the POS Independent Board. Each member of the POS Independent Board intends to vote all Poseidon Shares they control in favour of the Share Scheme and all Poseidon Options they control in favour of the Option Scheme, subject to no Superior Proposal emerging and the Independent Expert concluding (and continuing to conclude) that the Schemes are in the best interests of Poseidon shareholders and holders of Poseidon Options, respectively.

Under the proposed transaction the combined group will have a global JORC Mineral Resource of ~1.8Moz of gold and ~422.7kt of nickel, as well as 1,309km2 of attractive exploration tenure and two strategically located processing facilities in Black Swan and Lake Johnston.

The Black Swan processing plant has a 2.2Mtpa nickel sulphide concentrator and associated infrastructure and is ideally located as a central processing hub for Horizon's gold projects as well as for regional toll treatment opportunities. The Black Swan concentrator will also unlock value for Horizon's high-grade Nimbus silver, zinc and gold project which contains 20.2Moz of silver, 78koz gold and 104kt of zinc.

The proposed transaction brings together complementary assets. A Feasibility Study on the refurbishment and conversion of the Black Swan processing plant to gold production from Horizon's large baseload and satellite gold deposits will be undertaken. The Feasibility Study is expected to be completed in the second half of 2025 with first gold production from Black Swan currently targeted for mid-2026.

The conversion of the Black Swan processing plant for gold processing would utilise the existing crushing and grinding circuit and likely involve the addition of a carbon in leach (CIL) circuit, elution plant and gold room. The Black Swan plant is currently on care and maintenance and will require some refurbishment. Horizon's Feasibility Study will provide an up-to-date estimate of the cost of completing this work.

The combined group of Horizon and Poseidon (the Combined Group) will be pursuing its growth strategy from a position of greater market scale, underpinned by an estimated pro-forma cash and listed investments balance of ~$19 million (inclusive of the Placement) and lower consolidated cost base. Following implementation of the Schemes, Poseidon will be delisted from the ASX and become a subsidiary of Horizon, and the Combined Group will continue to trade as Horizon Minerals Ltd under the ticker (ASX:HRZ).

Completion of the Schemes is targeted for late January / early February 2025. The Schemes remain subject to various customary closing conditions, including the approval of Poseidon shareholders, holders of Poseidon Options, and the Court, which are summarised below.

Commenting on the proposed merger, Horizon Managing Director Mr Grant Haywood said:

"We believe this proposed merger represents a unique opportunity to unlock the value of our significant gold resource in the WA Goldfields and leverage strategically located processing infrastructure.

This really is a logical consolidation of complementary assets, delivering a near term and cost-effective processing pathway and creates greater potential for both sets of shareholders to create value from the cashflow generation potential of a long project pipeline and wholly owned processing infrastructure.

Outside gold, the merged nickel and silver assets enhances the respective asset values of both parties and retains full exposure for the combined shareholder group to crystalise value in any future sustained price upturn for these commodities."

Poseidon Nickel CEO Mr Brendan Shalders commented:

"The Schemes announced today are a pivotal step towards establishing a significant gold business and provides Poseidon shareholders and holders of Poseidon Options with an exciting opportunity to become part of an emerging gold producer at a time when the gold price is at all-time highs.

"There is strong alignment between Poseidon's strategy and that of Horizon, which is one of the core pillars underpinning this regional consolidation. Together we have greater capability to deliver on longer term cashflow generation from cornerstone operations fitting for an emerging mid-tier gold producer."

To view the Merger Presentation, please visit:
https://www.abnnewswire.net/lnk/62XHIX4J



About Horizon Minerals Limited:  

Horizon Minerals Limited (ASX:HRZ) is a gold exploration and mining company focussed on the Kalgoorlie and Menzies areas of Western Australia which are host to some of Australia's richest gold deposits. The Company is developing a mining pipeline of projects to generate cash and self-fund aggressive exploration, mine developments and further acquisitions. The Teal gold mine has been recently completed.

Horizon is aiming to significantly grow its JORC-Compliant Mineral Resources, complete definitive feasibility studies on core high grade open cut and underground projects and build a sustainable development pipeline.

Horizon has a number of joint ventures in place across multiple commodities and regions of Australia providing exposure to Vanadium, Copper, PGE's, Gold and Nickel/Cobalt. Our quality joint venture partners are earning in to our project areas by spending over $20 million over 5 years enabling focus on the gold business while maintaining upside leverage.

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