GGL Resources Corp. Announces Earn-In Agreement on its Gold Point High-Grade Gold-Silver Project, Nevada

Rhea-AI Summary

GGL Resources (OTC:GGLXF) agreed to an earn-in with Nelson Resources (ASX) under which Nelson can acquire up to 90% of GGL's Gold Point high‑grade gold‑silver project in Nevada.

Immediate consideration includes US$190,000 cash, A$325,000 in shares and a 2% NSR (Nelson may buy 50% of the NSR for up to US$1,000,000). Nelson must spend US$3.0M in aggregate and make staged cash and share payments across three 12‑month tranches to earn 45%/65%/90% interests.

GGL retains staged performance rights convertible to shares or cash tied to a ≥1.0Moz JORC resource at ≥1.5 g/t and to commencement of production. Teck terminated its Le Champ option; GGL now holds 100% of Le Champ.

Positive

• Immediate US$190,000 cash payment to GGL
• Nelson-funded exploration with US$3.0M earn-in expenditures
• Staged issuance of Consideration Shares totalling A$1,000,000+ potential value
• 2% NSR retained with buy-back option up to US$1,000,000
• Performance rights worth up to ~1.25M and 2.0M USD cash alternatives

Negative

• Nelson must complete staged expenditures within 36 months to earn 90%
• Share-based consideration uses deemed VWAP, risking dilution/value variability
• Earn-in contingent on exploration spend; failure allows GGL buyback for US$1

Key Figures

Initial cash payment US$190,000 Upfront payment from NES for initial 25% interest

Earn-in expenditures US$3,000,000 Aggregate spend required for NES to earn up to 90%

NSR royalty 2% NSR Royalty on all minerals from Gold Point Project

Royalty buyback US$1,000,000 Cash to buy back 50% of NSR royalty

Resource hurdle 1,000,000 ounces gold JORC 2012 compliant resource threshold for Tranche 1

Land package size 7,400 acres Total area of Gold Point Project district

High-grade sample 61.8 g/t Au over 1.38 m Underground sample from Orleans Mine level

Tranche 1 performance rights 420,833,333 rights or US$1,250,000 Paid on 1 Moz resource milestone at Gold Point

Market Reality Check

$0.0374 Last Close

Volume Volume 2,555 is 1.77x the 20-day average of 1,445 shares. high

Technical Price at 0.0374 is trading below the 200-day MA of 0.04 and 63.9% under its 52-week high.

Peers on Argus

GGLXF gained 19.87% with elevated volume, while peers were mixed: PEXZF up 9.03%, SWLFF up 4.8%, but ENDMF, MSLVF, and RLYGF declined between 3.45% and 8.76%, indicating a stock-specific reaction.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Jul 24	Private placement	Neutral	+17.5%	Non-brokered financing to fund exploration and working capital.

Pattern Detected

Limited history shows a positive price reaction to capital-raising and partnership-related news.

Recent Company History

This announcement adds a major earn-in partnership at Gold Point to GGL’s recent financing activity. On Jul 24, 2025, the company closed an initial tranche of a non-brokered private placement, raising $350,000 via 7 million units at $0.05, which coincided with a 17.49% price gain. Today’s deal introduces staged cash, share payments, a 2% NSR, and significant exploration spending commitments on the Nevada project.

Market Pulse Summary

This announcement outlines a substantial earn-in partnership at Gold Point, bringing an initial US$190,000 cash payment, a 2% NSR, and up to US$3,000,000 in exploration expenditures if all stages are met. Performance rights tied to a 1,000,000-ounce JORC resource and production start further align value with project success. Investors may track NES’s exploration progress, GGL’s retained interest, and any future updates on the adjacent Le Champ porphyry.

Key Terms

net smelter returns royalty financial

"a 2% net smelter returns royalty on all minerals extracted"

A net smelter returns (NSR) royalty is a contractual right to receive a percentage of the revenue generated from mined minerals after the ore has been processed and sold, with common deductions for refining, smelting and transport costs. Think of it like a landlord taking a slice of a tenant’s monthly sales after the tenant pays basic operating bills. Investors care because an NSR affects the future cash flow and valuation of a mining project and shifts some upside and downside risk away from the operator to the royalty holder.

volume weighted average price financial

"value of A$325,000 at a deemed issue price equal to the 20-day volume weighted average price"

The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.

JORC Code 2012 technical

"a JORC Code 2012 compliant mineral resource estimate at the Gold Point Project"

A formal industry standard for how mining companies must report exploration results, mineral resources and ore reserves, specifying the information, methods and levels of confidence required. For investors, it acts like a recipe and checklist that helps ensure numbers are prepared consistently and transparently, so reported quantities and risks can be compared across projects and judged more reliably—similar to comparing products that follow the same label rules.

mineral resource estimate technical

"a JORC Code 2012 compliant mineral resource estimate at the Gold Point Project"

A mineral resource estimate is a calculated approximation of how much metal or mineral material likely exists in a particular deposit and where it sits underground, similar to estimating how many cookies are in a jar by peeking at the layers. It matters to investors because it provides a data-based starting point for judging a project's potential value, future production and risks, while not guaranteeing recoverable or profitable amounts.

LiDAR technical

"including underground LiDAR surveys, IP geophysics, systematic channel"

Lidar, which stands for Light Detection and Ranging, is a technology that uses laser beams to create detailed, three-dimensional maps of the environment. It works like a sophisticated eye that measures distances by bouncing light off objects, helping machines see and understand their surroundings. For investors, lidar is important because it enables advancements in autonomous vehicles, robotics, and mapping, which can drive innovation and growth in related industries.

IP geophysics technical

"including underground LiDAR surveys, IP geophysics, systematic channel"

Induced polarization (IP) geophysics is a subsurface surveying method that measures how underground materials temporarily store and release electrical charge, revealing differences in rock, soil and fluid properties. For investors, IP surveys help exploration and mining teams find and map targets like mineral deposits, groundwater or contamination before costly drilling, acting like a metal detector that narrows where to spend money and reduces exploration risk.

fire assay technical

"Gold was analyzed by fire assay followed by atomic absorption"

Fire assay is a laboratory process used to accurately measure the amount of precious metals, like gold or silver, in a sample of ore or material. It involves heating the sample intensely to separate the metals from other substances, much like melting and purifying metal to determine its purity. This method is important to investors because it provides precise data on the metal content, helping to assess the value of mining operations or mineral deposits.

National Instrument 43-101 regulatory

"a qualified person for the purposes of National Instrument 43-101"

National Instrument 43-101 is a set of rules and guidelines that govern how mineral exploration and mining companies must report information about their projects. It ensures that the details shared with investors are accurate, consistent, and reliable—similar to how a detailed, verified blueprint ensures a building’s safety. This helps investors make informed decisions based on trustworthy information about a company's mineral resources.

AI-generated analysis. Not financial advice.

• GGL options up to 90% of the vein system at its Gold Point Project

• Initial cash payment of US$190,000

• Retained upside via staged share payments, a 2% NSR and future Performance Rights

• Teck terminates option at Le Champ porphyry target

VANCOUVER, BC / ACCESS Newswire / December 11, 2025 / GGL Resources Corp. (TSXV:GGL) ("GGL" or the "Company") is pleased to announce that it has executed an agreement with ASX listed Nelson Resources Limited ("NES") by which NES can acquire up to a 90% interest in GGL's high-grade, gold-silver Gold Point Project located in the Walker Lane District, Nevada.

Acquisition Terms

Upon completion of the Acquisition, NES will acquire an initial 25% interest in the Gold Point Project by making the following payments to GGL:

1. a cash payment of approximately US$190,000, which includes reimbursement for exploration expenditures incurred by GGL on the Gold Point Project for the 2025 financial year;

2. the issue of the number of NES shares ("Consideration Shares") equivalent to the value of A$325,000 at a deemed issue price equal to the 20-day volume weighted average price ("VWAP") of shares trading on the ASX immediately prior to the date of the binding documentation / announcement of the transaction. These shares will be subject to voluntary escrow for 12 months from the date of issue; and

3. a 2% net smelter returns royalty on all minerals extracted from the Gold Point Project. NES will have the right to buy-back 50% of the royalty for a cash payment of up to US$1,000,000 to GGL, which may be exercised by NES at its election in part or full.

Nelson has announced it is fully funded for 2026 and plans to kick-off an aggressive exploration program, including underground LiDAR surveys, IP geophysics, systematic channel and surface sampling programs, and priority drilling of high-grade targets.

Earn-In Terms

Subject to the completion of the Acquisition, NES will have the exclusive right to earn up to a 90% collective interest in the Gold Point Project subject to satisfying aggregate earn-in expenditures of US$3,000,000 and making consideration payments to GGL, in the following tranches:

• Stage 1 - 45% total earned interest within 12 months of Acquisition by issuing the additional number of Shares to the value of A$162,500, US$250,000 in exploration expenditures and US$75,000 cash payment to GGL.

• Stage 2 - 65% total earned interest within 24 months of Acquisition by issuing the additional number of Shares to the value of A$162,500, US$750,000 in exploration expenditures and US$100,000 cash payment to GGL.

• Stage 3 - 90% total earned interest within 36 months of Acquisition by issuing the additional number of Shares to the value of A$350,000, US$2,000,000 in exploration expenditures and US$500,000 cash payment to GGL.

Note: The number of Earn-In Shares to be issued to GGL will be calculated using a deemed issue price equal to the higher of the 20-Day VWAP immediately prior to NES earning the relevant Earn-In Interest, or the deemed issue price of the Consideration Shares.

Assuming any of Stage 1, 2 or 3 are not completed, GGL can purchase back all of NES's interest in the property for US$1.00.

Upon NES earning 90% interest, the Project will then operate as a joint venture with each party contributing their prorated portion of costs.

Performance Rights

GGL will be entitled to receive the following performance rights which upon the satisfaction of the following performance hurdles will either convert into Shares (on a 1-for-1 basis) or will be paid in cash at the election of NES:

• Tranche 1 - Performance hurdle of NES announcing to ASX a JORC Code 2012 compliant mineral resource estimate at the Gold Point Project of at least 1 million ounces gold with an average grade of not less than 1.5 g/t using a cut-off grade of no less than 0.5 g/t, GGL will receive 420,833,333 performance rights or a US$1,250,000 cash payment to GGL.

• Tranche 2 - Performance hurdle of NES announcing to ASX the commencement of production at the Gold Point Project, GGL will receive 673,333,333 performance rights or a US$2,000,000 cash payment to GGL.

The transaction is subject to TSX Venture Exchange acceptance. Finders Fees may be paid on portions of the cash and shares payable to GGL in the transaction.

About Gold Point - High-Grade Gold Vein-Fault Systems

The permitted and road accessible Gold Point Project is located 26 miles south of Goldfield, Nevada, and covers several historical mine sites that intermittently produced high-grade gold and silver between 1882 and 1962. GGL has spent the last several years consolidating this camp-scale gold district with the land package currently totaling approximately 7,400 acres.

The project now covers five significant former mines (Orleans, Great Western, Lime Point, Cook, Grand Central) plus numerous smaller workings totaling at least 17 known to date. Gold is hosted in vein-faults that generally trend WNW-ESE and are exposed over a 1,600 m x 2,200 m area before being obscured by alluvial cover in three directions.

Gold mineralization occurs along the veins with higher grades occurring as shoots at structural intersections. Some examples of higher grades collected underground by GGL at the Orleans Mine are 61.8 g/t Au over 1.38m, 27.7 g/t over 1.68m, and 21.4 g/t Au over 1.22m on the 300-, 150-, and 800-foot levels respectively. The underground workings are developed to a maximum vertical depth of 750 ft at the Orleans where the workings are dry and mineralization displays varying degrees of oxidation. Sample preparation and gold analysis was performed by ALS Minerals in Reno, Nevada. Gold was analyzed by fire assay followed by atomic absorption (Au-AA26).

Le Champ Porphyry

GGL has been notified by Teck American Incorporated ("Teck"), a subsidiary of Canadian resource company, Teck Resources Limited, that Teck has terminated its Option agreement on the Le Champ copper-moly-gold porphyry located adjacent to the Gold Point Project (See GGL news release dated September 25, 2024).

GGL has now regained an unencumbered 100% ownership in the road accessible Le Champ porphyry. Upon receipt of the detailed technical data from Teck, GGL will analyze the results and look for strategic alternatives to continue to advance the Le Champ porphyry project.

Qualified Person

Technical information in this news release has been reviewed and approved by Matthew R. Dumala, P.Eng., a geological engineer with Archer, Cathro & Associates (1981) Limited and a qualified person for the purposes of National Instrument 43-101.

About GGL Resources Corp.

GGL is a seasoned, Canadian-based junior exploration company, focused on the exploration and advancement of under evaluated mineral assets in politically stable, mining friendly jurisdictions. The Company owns the McConnell Project, which hosts mesothermal gold veins and an under explored porphyry copper-gold prospect in the Kemess District of north-central British Columbia. The Company has optioned the vein portion of its 100% owned and optioned claims in the Gold Point district of the prolific Walker Lane Trend, Nevada. The Gold Point claims cover several gold-silver veins, five of which host past producing high-grade mines, as well as an exciting new Cu-Mo-Au porphyry target. GGL also holds diamond royalties on mineral leases adjacent to the Gahcho Kué diamond mine and southwest of the Ekati diamond mine in the Northwest Territories.

ON BEHALF OF THE BOARD

"Matthew Turner"

Interim Chief Executive Officer and Director

For further information concerning GGL Resources Corp. or its various exploration projects please visit our website at www.gglresourcescorp.com or contact:

Investor Inquiries

Richard Drechsler
Corporate Communications
Tel: (604) 687-2522
NA Toll-Free: (888) 688-2522
rdrechsler@strategicmetalsltd.com

Corporate Information

Linda Knight
Corporate Secretary
Tel: (604) 688-0546
info@gglresourcescorp.com

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.

Information contained in this news release contains forward-looking statements. These statements reflect management's current estimates, beliefs, intentions and expectations; they are not guarantees of future performance. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "high", "evaluated", "potential", "significant" and similar expressions, or that events or conditions "may", "could" or "will" occur. GGL cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, many of which are beyond the control of GGL. Such factors include, among other things: risks and uncertainties relating to exploration and development and the results thereof, including the results of the recently completed drill program, the impact on future mineral resource estimates, the potential for new discoveries, and the results of future metallurgical programs, as well as the ability of GGL to obtain additional financing, the need to comply with environmental and governmental regulations, fluctuations in the prices of commodities, operating hazards and risks, competition and other risks and uncertainties, including those described in GGL's financial statements available under the GGL profile at www.sedarplus.ca. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, GGL undertakes no obligation to publicly update or revise forward-looking information.

SOURCE: GGL Resources Corp.

View the original press release on ACCESS Newswire

FAQ

What does Nelson's earn-in mean for GGL Resources (GGLXF) shareholders?

Nelson can fund exploration and earn up to 90% by spending US$3.0M and making staged cash and share payments, reducing GGL's working capital burden while retaining royalties and performance rights.

How much cash did GGL receive immediately from the Nelson transaction for GGLXF?

GGL received an initial US$190,000 cash payment on completion of the acquisition.

What are the key timelines Nelson must meet to earn interest in Gold Point (GGLXF)?

Nelson has staged earn-in tranches to earn 45% within 12 months, 65% within 24 months, and 90% within 36 months from acquisition.

What royalty and buy-back terms apply to Gold Point for GGLXF?

GGL retains a 2% NSR; Nelson may buy 50% of the royalty for up to US$1,000,000.

What triggers GGL's performance rights and what are they worth for GGLXF?

A JORC resource ≥1.0Moz at ≥1.5 g/t triggers 420,833,333 rights or US$1.25M; start of production triggers 673,333,333 rights or US$2.0M.

What happened to the Le Champ option and how does it affect GGLXF?

Teck terminated its option on Le Champ; GGL now holds an unencumbered 100% interest and will review Teck's technical data for next steps.