Ascendant Resources Receives Final Court Order Approving Arrangement With Cerrado Gold Inc.

Rhea-AI Summary

Ascendant Resources (ASDRF) has received final approval from the Ontario Superior Court of Justice for its previously announced arrangement with Cerrado Gold Inc. The arrangement is expected to close around May 16, 2025, subject to remaining customary closing conditions. The plan was initially announced on February 3, 2025, with additional details available in the management information circular dated April 3, 2025, and other documents on SEDAR+.

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TORONTO, ON / ACCESS Newswire / May 14, 2025 / Ascendant Resources Inc. (TSX:ASND)(OTCQB:ASDRF) ("Ascendant" or the "Company") is pleased to announce that it has received a final order from the Ontario Superior Court of Justice (Commercial List) approving the previously announced plan of arrangement (the "Arrangement") with Cerrado Gold Inc.

Closing of the Arrangement remains subject to customary closing conditions. Assuming the satisfaction or waiver of these remaining closing conditions, it is anticipated that the Arrangement will be completed on or around May 16, 2025.

Additional details regarding the Arrangement can be found in the Company's prior news release of February 3, 2025and the related material change report dated February 13, 2025 and the management information circular of Ascendant dated April 3, 2025, copies of which are available on SEDAR+ (www.sedarplus.ca) under Ascendant's issuer profile.

About Ascendant Resources Inc.

Ascendant Resources is a Toronto-based mining company focused on the exploration and development of the highly prospective Lagoa Salgada VMS project located on the prolific Iberian Pyrite Belt in Portugal. The Lagoa Salgada project is a high-grade polymetallic project, demonstrating a typical mineralization endowment of zinc, copper, lead, tin, silver, and gold. Extensive exploration upside potential lies both near deposit and at prospective step-out targets across the large 7,209-hectare property concession.

Located just 80km from Lisbon and surrounded by exceptional infrastructure, Lagoa Salgada offers a low-cost entry to a significant exploration and development opportunity, already showing its mineable scale and cashflow generation potential.

Ascendant currently holds an 80% interest in the Lagoa Salgada project through its position in Redcorp - Empreendimentos Mineiros, Lda. The Company's common shares are principally listed on the Toronto Stock Exchange under the symbol "ASND". For more information on Ascendant, please visit our website at http://www.ascendantresources.com.

Additional information relating to the Company is available on SEDAR+ at www.sedarplus.ca.

For further information, contact:

Mark Brennan
Executive Chairman, Founder

Mike McAllister
Vice President, Investor Relations
Tel: +1-647-805-5662
mmcallister@ascendantresources.com

Forward Looking Information

This press release contains statements that constitute "forward-looking information" (collectively, "forward-looking statements") within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that discusses predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements.

Forward-looking statements contained in this press release include, without limitation, statements regarding the business of the Company and the Lagoa Salgada project, and statements and information concerning the expected timing of the Arrangement. In making the forward- looking statements contained in this press release, Ascendant has made certain assumptions, including, but not limited to the satisfaction of conditions set out in the Arrangement Agreement, and the timing therefor; the timely receipt of required approvals. Readers are cautioned that the foregoing lists are not exhaustive, and that, in particular, there can be no assurance that the Corporation will receive the remaining approvals for the proposed Arrangement (if at all) including, stock exchange approval, or that the Arrangement will be completed even if all necessary approvals are obtained. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Although Ascendant believes that the expectations reflected in forward-looking statements are reasonable, it can give no assurance that the expectations of any forward-looking statements will prove to be correct. Known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to general business, economic, competitive, political and social uncertainties. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release. Except as required by law, Ascendant disclaims any intention and assumes no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking statements or otherwise. Forward-looking information is subject to a variety of risks and uncertainties, which could cause actual events or results to differ from those reflected in the forward-looking information, including, without limitation, the risks described under the heading "Risks Factors" in the Company's management information circular dated April 3, 2025 and under the heading "Risk Factors" in the Company's Annual Information Form dated March 27, 2025 and under the heading "Risks and Uncertainties" in the Company's most recent Management's Discussion and Analysis and other risks identified in the Company's filings with Canadian securities regulators, which filings are available on SEDAR+ at www.sedarplus.com. The risk factors referred to above are not an exhaustive list of the factors that may affect any of the Company's forward-looking information. The Company's statements containing forward-looking information are based on the beliefs, expectations and opinions of management on the date the statements are made, and the Company does not assume any obligation to update such forward-looking information if circumstances or management's beliefs, expectations or opinions should change, other than as required by applicable law. For the reasons set forth above, one should not place undue reliance on forward-looking information.

SOURCE: Ascendant Resources, Inc.

View the original press release on ACCESS Newswire

FAQ

What is the status of Ascendant Resources' (ASDRF) arrangement with Cerrado Gold?

Ascendant Resources has received final court approval from the Ontario Superior Court of Justice for its arrangement with Cerrado Gold, with closing expected around May 16, 2025, subject to remaining conditions.

When is the expected closing date for ASDRF's arrangement with Cerrado Gold?

The arrangement is anticipated to close on or around May 16, 2025, pending satisfaction or waiver of remaining closing conditions.

When was the Ascendant Resources and Cerrado Gold arrangement first announced?

The arrangement was initially announced on February 3, 2025, with a subsequent material change report filed on February 13, 2025.

Where can investors find additional information about the ASDRF-Cerrado Gold arrangement?

Additional details can be found in Ascendant's management information circular dated April 3, 2025, and related documents available on SEDAR+ (www.sedarplus.ca) under Ascendant's profile.