Mogotes announces closing to acquire 100% of Argentina land package

Mogotes Metals Inc. (TSXV: MOG, FSE:AY4) (“Mogotes”, or the “Company” – https://www.commodity-tv.com/ondemand/companies/profil/mogotes-metals-inc/) is pleased to announce that, further to its press release of February 11, 2025, the Company has obtained approval of the TSX Venture Exchange (the “TSXV”) in connection with the agreement between the Company and Golden Arrow Resources Corp. (“Golden Arrow”) dated February 10, 2025 (the “Agreement”) amending the previously executed earn-in agreement covering the Argentine land package of Golden Arrow’s Filo Sur project to acquire a 100% interest in the Filo Sur project (the “Transaction”).  In connection with the closing of the Transaction, the Company has paid Golden Arrow $550,000 and issued 10,714,285 common shares in the capital of the Company (each, a “Common Share”) to Golden Arrow. In addition, the Company has invested $450,000 in Golden Arrow by way of a private placement, subscribing for units of Golden Arrow (each, a “Unit”) at a price of $0.05 per Unit. Each Unit consists of one common share in the capital of Golden Arrow and one common share purchase warrant exercisable at price of $0.08 per common share purchase warrant for period of three years from the closing date.

On or before the first anniversary of closing of the Transaction (the “Final Closing Date”), the Company will issue additional Common Shares to Golden Arrow valued at $1,500,000. The number of Common Shares will be determined by the volume-weighted average trading price on the TSXV, subject to a minimum price of $0.1125 per Common Share (the “Minimum Price”), for a maximum of 13,333,333 Common Shares. If the price per Common Share is below the Minimum Price, the Company may pay the difference in cash or, with the approval of the TSXV, additional Common Shares. The Company may also choose, at its discretion, to pay the entire $1,500,000 in cash.

For more information, please refer to the press release of the Company dated February 11, 2025, a copy of which is available on the Company’s profile on SEDAR+ at www.sedarplus.ca.

About Mogotes Metals Inc.

Mogotes Metals Inc. is a mineral exploration company exploring for copper and gold in the prospective Vicuña district of Argentina and Chile. Mogotes flagship project, Filo Sur, adjoins the Filo del Sol copper-gold-silver discovery, and is along a N-S trending belt with the Filo Del Sol – Aurora and NGEx Minerals Lunahuasi and Los Helados copper-gold deposits.

For further information, please contact:

Mogotes Metals Inc.
Allen Sabet, President and Chief Executive Officer
Phone: (647) 846-3313
Email:  info@mogotesmetals.com

Follow Us
Twitter: https://x.com/mogotesmetals

In Europe
Swiss Resource Capital AG
Jochen Staiger & Marc Ollinger
info@resource-capital.ch
www.resource-capital.ch

Cautionary Note Regarding Forward-Looking Statements:

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.

This news release contains certain “forward-looking information” within the meaning of applicable securities laws. Forward looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “would”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. For a description of the risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company’s Management’s Discussion and Analysis. The Company undertakes no obligation to update forward-looking information if circumstances or management’s estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on forward-looking information.