Enduro Metals Provides Update on Amended NSR Agreement on Its Newmont Lake Project, British Columbia
Rhea-AI Summary
Enduro Metals (OTC: ENDMF) signed a second amending agreement with Oreterra Metals on the Newmont Lake Project NSR and received conditional TSX Venture Exchange acceptance.
Key changes include a $0.135 floor price for share consideration, issuance of 3,900,000 shares, $175,000 initial cash, clarified milestone payments, and a right to repurchase 50% of the 2% NSR for $8,000,000 before extraction.
Positive
- Right to repurchase 50% of 2% NSR for $8,000,000 pre-extraction
- Deemed floor price of $0.135 on any future share consideration
- 3,900,000 shares issued plus $175,000 cash to secure amended terms
- Milestone-based structure replaces open-ended resource-linked share obligations
- Up to $300,000 of maiden resource payment may be paid in shares
- $10,000,000 advance royalty payment tied to decision to proceed to permitting
Negative
- Total $550,000 additional cash obligations over two years under amendment
- 3,900,000 new shares issued to Oreterra increase shareholder dilution
- Transactions are non-arm's length; CFO of Enduro is an Oreterra director
- Substantial future cash and advance royalty payments at key project milestones
- Completion remains subject to final TSX Venture Exchange approval
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Vancouver, British Columbia--(Newsfile Corp. - June 18, 2026) - Enduro Metals Corporation (TSXV: ENDR) ("Enduro Metals" or the "Company") is pleased to announce that it has entered into a second amending agreement (the "Second Amending Agreement") dated June 18, 2026 with Oreterra Metals Corp. (TSXV: OTMC) ("Oreterra") with respect to Oreterra's royalty interest in the Company's Newmont Lake Project (the "Property").
The Second Amending Agreement further modifies the terms of the net smelter return royalty agreement dated January 31, 2022, between the Company and Orterra, as previously amended on April 27, 2026 (the "NSR Agreement"). The Second Amending Agreement revises the terms of the NSR Agreement by establishing a deemed floor price of
The Company is also pleased to announce that it has received the conditional acceptance of the TSX Venture Exchange (the "Exchange") for the NSR Agreement, as amended by the Second Amending Agreement and has issued an aggregate of 3,900,000 common shares of the Company (the "Consideration Shares") to Orterra and made an initial cash payment of
Summary of Amended NSR Agreement
As previously disclosed on April 27, 2026, under the terms of the amended NSR Agreement, Enduro Metals has secured the right to repurchase
As amended, the NSR Agreement replaces share-based resource linked obligations (formerly 2,000,000 shares on publication of a NI 43-101 compliant resource estimate which exceeds 1,000,000 ounces of gold equivalent resources, with an additional 1,000,000 shares for each additional 1,000,000 ounces of gold equivalent resources) with a simplified and more predictable structure aligned with key project milestones.
Milestone payments under the amended agreement include:
a
$500,000 cash payment upon delivery of a maiden NI 43-101 compliant resource estimate of which up to$300,000 m ay be satisfied through the issuance of common shares in the Company;a
$1,750 0,000 cash payment and a$1,750,000 advance royalty payment (credited against future royalties) upon completion of the first Feasibility Study in respect of the Property; anda
$10,000,000 cash advance royalty payment upon a decision to proceed toward mine permitting.
In consideration for agreeing to amend the NSR Agreement, Enduro agreed to: (i) issue the Consideration Shares to Oreterra; and ii) make cash payments totalling
Enduro's Chief Financial Officer is also a director of Oreterra and as a result the transactions contemplated by the amended NSR Agreement are considered non-arm's length in nature. Completion of the transaction remains subject to receipt of final approval from the Exchange.
About the Newmont Lake Project
The Newmont Lake Project is one of the largest contiguous claim packages (688 square km) in the Golden Triangle and is strategically located near major porphyry copper-gold (Cu-Au) development projects, including Galore Creek (Newmont - Teck Resources) and KSM (Seabridge Gold), as well as past-producing high grade gold mines at Snip and Eskay Creek (currently being put back into production by Skeena Gold & Silver). The project encompasses five large target areas that include the partially drill-tested Burgundy Ridge alkalic-style porphyry copper-gold deposit (331 m @
Qualified Person
Robert Cameron, P. Geo, Enduro Metals' Chief Executive Officer, is the company's qualified person as defined by National Instrument 43-101, Standards of Disclosure for Mineral Projects, and has reviewed and approved the technical aspects of this release. For additional details on data verification, sample, analytical and testing results, refer to the technical reports titled "Technical Report on the Newmont Lake Property" authored by Maurizio Napoli, P.Geo, and Ali Wasiliew, P.Geo. dated March 1, 2025, as posted on Sedar+ and the Company's website and the noted press releases.
About Enduro Metals
Enduro Metals is an exploration company focused on its Newmont Lake Project; a 688 km2 property located within the heart of British Columbia's Golden Triangle. Building on prior results, Enduro Metals' geological team has outlined multiple deposit environments of interest across the Newmont Lake Project including high-grade epithermal/skarn gold along the McLymont Fault, and copper-gold alkalic porphyry systems at Burgundy and Andrei. The Company maintains a broader portfolio of mineral projects across Canada including the advanced Burn porphyry copper and gold project in northern British Columbia.
On Behalf of the Board of Directors of Enduro Metals Corporation
"Robert Cameron"
Chief Executive Officer
For further information please contact:
Robert Cameron, CEO
Tel: +1 (778) 989-1501
Email: cameron@endurometals.com
www.endurometals.com
Forward-Looking Statements
This news release contains statements that constitute "forward-looking statements". Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Enduro Metals' actual results, performance or achievements, or developments in the industry to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "potential" and similar expressions, or that events or conditions "will," "would," "may," "could" or "should" occur. Forward-looking statements in this news release include statements concerning management's expectation that the Company will receive all requisite approvals for the Amending Agreement, the issuance of Consideration Shares to Oreterra, and all other statements that are not historical in nature.
Although Enduro Metals believes the forward-looking information contained in this news release is reasonable based on information available on the date hereof, forward-looking statements by their nature involve assumptions, known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.
THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS NEWS RELEASE REPRESENTS THE EXPECTATIONS OF ENDURO METALS AS OF THE DATE OF THIS NEWS RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE ENDURO METALS MAY ELECT TO, NEITHER OF THEM UNDERTAKES TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE LAWS.
Neither the TSX Venture Exchange nor its Regulation Services Provider 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/302027