Graycliff Exploration Completes Acquisition of Geologic Data Related to its Shakespeare Gold Project

Rhea-AI Summary

Graycliff Exploration (OTC: GRYCF) closed its acquisition of geologic data, drill core, pulp and related material for the Shakespeare Project on March 5, 2026.

The company issued 2,300,000 common shares as consideration; the shares carry voluntary resale restrictions that vest 25% at four months and a day, six months, nine months and twelve months after closing. Management plans to review and assay the acquired drill core.

Positive

• Acquired geologic data, drill core and pulp for Shakespeare Project
• Drill core now available for assay, enabling near-term technical work
• Transaction closed on March 5, 2026

Negative

• Issued 2,300,000 common shares as consideration, increasing share count
• Consideration shares subject to staggered resale restrictions over 12 months

Toronto, Ontario--(Newsfile Corp. - March 5, 2026) - Graycliff Exploration Limited (CSE : GRAY) (OTC Pink : GRYCF) (FSE : GE0) (the "Company" or "Graycliff") is pleased to announce that it has closed the previously announced acquisition of certain geologic data, core, pulp and material related to the Company's Shakespeare Project (see press release dated February 26, 2026). As per the agreement, Graycliff has issued 2,300,000 common shares of the Company to the Vendor or its nominees (the "Consideration Shares").

The Consideration Shares are subject to voluntary resale restrictions, with the following expiries: 25% four months and a day after March 5, 2026 (the "Closing"); 25% six months after the Closing; 25% nine months after the Closing; and 25% twelve months after the Closing.

"The Company is looking forward to reviewing and then assaying the newly acquired drill core," said Arndt Roehlig, President and CEO of Graycliff.

About Graycliff Exploration Limited

Graycliff Exploration is a mineral exploration company focused on its 1,468 hectares of prospective ground, located roughly 80 kilometres west of Sudbury on the prolific Canadian Shield. The Company's Shakespeare Project consists of one crown patented lease, two crown leases and 40 claims on a property associated with the historic Shakespeare Gold Mine. Graycliff to date has drilled over 12,500 metres at Shakespeare, with visible gold identified in a significant number of holes.

On Behalf of the Board of Directors,

James Macintosh
Chairman

For more information, please contact the Company at: jm@graycliffexploration.com or (416) 271-8300.

Neither the Canadian Securities Exchange nor its regulation services provider has reviewed or accepted responsibility for the adequacy or accuracy of this press release

Cautionary Note Regarding Forward-Looking Information: This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to: the completion of the Acquisition and satisfaction of conditions precedent thereto; the issuance of Consideration Shares and the timing of release of resale restrictions thereon; the Company's plans, objectives and expectations for exploration and development of the Shakespeare Project; and other events or conditions that may occur in the future. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company's control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to: the risk that the Acquisition may not be completed on the terms announced or at all; general economic conditions; fluctuations in commodity prices; regulatory approvals and requirements; environmental and permitting risks; title risks; and other factors beyond the Company's control. The Company does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law. Accordingly, readers should not place undue reliance on forward-looking information.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/286409

FAQ

What did Graycliff (GRYCF) acquire for the Shakespeare Project on March 5, 2026?

Graycliff acquired geologic data, drill core, pulp and related material for the Shakespeare Project. According to the company, these physical materials and data were transferred to Graycliff to support review and assay work.

How many shares did Graycliff (GRYCF) issue to complete the Shakespeare Project acquisition?

Graycliff issued 2,300,000 common shares as consideration for the acquisition. According to the company, those Consideration Shares were issued to the vendor or its nominees as part of the closing.

When do the consideration shares issued by Graycliff (GRYCF) become available for resale?

The Consideration Shares vest in four equal tranches over 12 months following closing. According to the company, 25% vest four months and a day after March 5, 2026, then at six, nine and twelve months.

What immediate work will Graycliff (GRYCF) do with the newly acquired drill core?

Graycliff plans to review and then assay the acquired drill core to generate assay data and geological insights. According to the company, assaying is the next step to evaluate mineralization and inform exploration plans.

Does the March 5, 2026 acquisition materially change Graycliff's (GRYCF) share structure?

The company issued 2,300,000 new common shares as part of the transaction, increasing the outstanding share count. According to the company, these shares were issued as consideration and are subject to staggered resale restrictions.