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Torrent Gold Inc. (CSE: TGLD) (FSE: RV00) ("Torrent" or the "Company") is pleased to announce that it has entered into a membership interest purchase agreement (the "Purchase Agreement"), dated November 6th, 2026, with Lamina Minerals LLC and Belle Morgan Ltd. (together, the "Vendors"). Pursuant to the Purchase Agreement, the Company proposes to acquire a series of nineteen unpatented lode mining claims located in Hidalgo County, New Mexico and commonly known as the "Sunrise Tungsten Project" (together, the "Project").
In consideration for the Project, the Company has agreed to: (i) complete a cash payment of Cdn$100,000, (ii) issue 3,500,000 common shares (the "Consideration Shares") and, (iii) grant a one-and-one-half percent (1.5%) net smelter returns royalty (the "Royalty") on commercial production from the Project, to the Vendors. The Company will be entitled to purchase three-quarters-of-one percent (0.75%) of the Royalty, at any time within ten years of closing, for a one-time cash payment of US$1,000,000.
The Company is at arms-length from each of the Vendors. No finders' fees or commissions are payable by the Company in connection with completion of the transaction contemplated by the Purchase Agreement. The Consideration Shares will be subject to a statutory hold period of four months and one day from the date of issuance, in accordance with applicable Canadian securities laws and such other further restrictions as may apply under foreign securities laws.
The transaction contemplated by the Purchase Agreement will constitute a "major acquisition" for the Company, in accordance with the policies of the Canadian Securities Exchange, on the basis that it is expected to comprise the majority of the operating assets of the Company in the twelve month period following closing. As a result, completion of the transaction will be subject to the approval of the Canadian Securities Exchange. The transaction is not expected to result in a "Change of Control" for the Company, within the meaning prescribed by the policies of the Canadian Securities Exchange, nor is it expected to result in any changes to the board of directors or management of the Company,
About Torrent Gold Inc.
Torrent Gold is a mineral and natural resources exploration company that leverages its years of combined experience in capital markets and mining for acquisition and exploration during the resource commodity cycles.
ON BEHALF OF THE BOARD OF DIRECTORS
Saf Dhillon
President and Chief Executive Officer
FOR FURTHER INFORMATION PLEASE CONTACT:
Saf Dhillon
Torrent Gold Inc.
Suite 250 750 West Pender St.
Vancouver, British Columbia V6C 2T7
Telephone: (604) 484-3031
Email: saf@imetalresources.ca
Neither the CSE nor its Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.
This news release may contain certain "Forward-Looking Statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information" within applicable Canadian securities laws. Words such as "anticipate", "believe", "estimate", "expect", "target", "plan", "forecast", "may" and "schedule" may identify forward-looking information. Such statements represent the Company's current views regarding future events and involve assumptions, estimates, risks and uncertainties. Actual results may differ materially from those expressed or implied. The Company does not intend, and does not assume any obligation, to update such statements except as required by applicable laws, rules and regulations.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/322906
