Comstock Announces Completion of Debt Settlement

Rhea-AI Summary

Comstock Metals (OTC: CMMMF) completed a related-party debt settlement on November 20, 2025 by transferring 283,784 Trident Resources shares to Lambent Consulting Inc., a company owned by CEO Steven Goldman, to settle $244,055 of principal and interest.

The share count was calculated using Trident's closing price of $0.86 on November 10, 2025. After the transfer, Comstock holds 541,591 Trident shares. The transaction was treated as a related-party transfer under MI 61-101, exempt from formal valuation and minority approval under specified sections, and approved by disinterested directors. The company did not file a 21-day prior material change report because it chose to close the settlement expeditiously.

Vancouver, British Columbia--(Newsfile Corp. - November 20, 2025) - Comstock Metals Ltd. (TSXV: CSL.H) ("Comstock" or the "Company") announces that further to the Company's press release dated November 11, 2025, the Company has completed the debt settlement transaction with Lambent Consulting Inc. (a company owned by Steven Goldman, Chief Executive Officer of the Company) pursuant to which the Company settled the $244,055 owing to Lambent through the transfer of 283,784 common shares in the capital of Trident Resources Corp. ("Trident Shares").

The number of Trident Shares transferred was based on the closing price of $0.86 on November 10, 2025. The amount owing to Lambent Consulting Inc. reflects the principal and interest owing pursuant to a loan disclosed in the Company's press release dated August 31, 2023.

Following completion of the settlement, the Company holds a total of 541,591 Trident Shares.

Both the Company and Mr. Goldman are at arm's length to Trident Resources Corp.

Mr. Goldman and his consulting company is considered to be a "related party" (within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101")), making the transaction a "related party transaction" (within the meaning of MI 61-101) (the "Related Party Transfer"). The Company was exempt from obtaining a formal valuation for, and minority approval of, the Related Party Transfer pursuant to Section 5.5(b) and 5.7(1)(e) of MI 61-101, respectively. The settlement transaction was approved by the disinterested directors of the Company. The Company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the Debt Settlement as the Company wished to close the debt settlement in an expeditious manner.

About Comstock Metals Ltd.

Comstock Metals Ltd. is a publicly traded company which formerly operated as a mining exploration company in Canada but is currently focused on identifying new opportunities.

For more information about Comstock Metals Ltd., please refer to Comstock's website at www.comstock-metals.com or contact:

Steven H. Goldman
President, CEO and Director
COMSTOCK METALS LTD.
Cell Phone: (416) 917-1533
Email: s.goldman@goldmanhine.com

Neither 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.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/275313

FAQ

What did Comstock announce on November 20, 2025 regarding CMMMF?

Comstock announced it completed a related-party debt settlement by transferring 283,784 Trident shares to Lambent Consulting to settle $244,055 owed.

How was the settlement amount of $244,055 calculated for CMMMF's debt settlement?

The number of Trident shares transferred was based on Trident's closing price of $0.86 on November 10, 2025.

How many Trident Resources shares does Comstock hold after the transfer?

After the transfer Comstock holds a total of 541,591 Trident shares.

Why was the Comstock related-party transfer exempt from valuation and minority approval under MI 61-101?

The company cited exemptions under Section 5.5(b) and Section 5.7(1)(e) of MI 61-101 and said disinterested directors approved the transfer.

Was a prior 21-day material change report filed before Comstock's debt settlement?

No; the company did not file a 21-day prior material change report because it elected to close the debt settlement expeditiously.