5.5 Million Shares Issued on Closing of Option for Saskatchewan Mineral Claims

Rhea-AI Summary

Live Energy Minerals (OTC:GTREF) has completed the closing of an option agreement announced on April 10, 2025. The deal involves the issuance of 5.5 million common shares to acquire a 100% interest in two mineral claims spanning approximately 5,355 hectares in Saskatchewan.

The agreement requires an additional $50,000 cash payment within three years. The purchaser also has the option to buy a 3% net smelter return royalty by issuing another 5.5 million shares to the royalty holder. The consideration shares are subject to a four-month hold period under Canadian Securities Laws.

Positive

• Acquisition opportunity for 5,355 hectares of mineral claims in Saskatchewan
• Deal structured with minimal upfront cash requirements
• Potential for additional royalty monetization through share-based buyback option

Negative

• Significant share dilution with 5.5 million shares issued
• Additional potential dilution of 5.5 million shares if royalty buyback executed
• $50,000 cash payment requirement within three years

Vancouver, British Columbia--(Newsfile Corp. - July 4, 2025) - Live Energy Minerals Corp. (CSE: LIVE) (OTC Pink: GTREF) ("LIVE" or the "Company") is pleased to announce that further to its news release dated April 10, 2025, the option agreement dated April 9, 2025 (the "Option Agreement") with an arm's length purchaser (the "Purchaser"), has now closed.

On June 27, 2025, the Purchaser issued to the Company, 5,500,000 common shares (the "Consideration Shares") and it must pay $50,000 in cash within three (3) years of the effective date of the Option Agreement in order to acquire a 100% undivided interest in two mineral claims totaling approximately 5,355 hectares located in the Province of Saskatchewan (the "Property").

The Company has granted the Purchaser the right, but not the obligation, to purchase a 3% net smelter return royalty (the "Royalty") held by an arm's-length third party (the "Royalty Holder") by issuing an additional 5,500,000 Consideration Shares to the Royalty Holder (the "Royalty But-Back"), subject to TSX Venture Exchange acceptance.

The Consideration Shares are subject to a statutory four-month hold period under Canadian Securities Laws. No finder's fees were paid on this arm's length Option Agreement. A copy of the Option Agreement has been filed under the Company's profile on SEDAR+.

About LIVE Energy Minerals Corp.

LIVE is a mining exploration company actively engaged in exploring for and identifying new opportunities in clean energy minerals in North and South America. LIVE holds applications for a 100% interest in the uranium, vanadium, and molybdenum, Messa Top and Section 20 Mine projects located in the Colorado Plateau, USA. LIVE has also retained an interest in the McDermitt Lithium East Project, Nevada, USA. LIVE is focused on creating value for its shareholders by combining quality project with proven exploration strategies and a team driven to achieve exceptional outcomes.

For further information please contact:

Adrian Smith

Chief Executive Officer & Director
Live Energy Minerals Corp.

Email: adrian@liveenergyminerals.com

Phone: 604-687-2038

Neither the Canadian Securities Exchange nor the Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements

This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information in this release includes, but is not limited to: statements regarding the terms and completion of the Option Agreement dated April 9, 2025; the grant of an option to acquire a 100% undivided interest in the mineral claims comprising the Property; the potential exercise of the Option by the Purchaser; the payment of $50,000 in cash as consideration; the timing of such consideration; the Purchaser's right (but not obligation) to complete the Royalty Buy-Back; the potential issuance of an additional 5,500,000 Consideration Shares to the Royalty Holder in connection with the Royalty Buy-Back; and the receipt of all required regulatory approvals, including approval of the TSX Venture Exchange.

Forward-looking information is based on a number of assumptions that are believed by management to be reasonable at the time such statements are made, including: that all conditions precedent to the completion of the transactions contemplated under the Option Agreement will be satisfied in a timely manner; that the Purchaser will elect to exercise the Option and/or the Royalty Buy-Back; that all necessary regulatory and third-party approvals will be received on a timely basis; and that market conditions and commodity prices will remain favourable.

Forward-looking information is subject to known and unknown risks, uncertainties, and other factors that may cause actual results, events, or developments to differ materially from those expressed or implied by such forward-looking information. These risks and uncertainties include, but are not limited to: the risk that required approvals may be delayed or not obtained; the risk that the Option or the Royalty Buy-Back may not be exercised or completed as anticipated or at all; risks related to fluctuations in commodity prices; exploration and development risks; changes in exploration or development plans; title and permitting risks; risks associated with financing and capital markets; regulatory changes; general economic, market, or business conditions; and other risks described in the Company's most recent management's discussion and analysis ("MD&A") and other continuous disclosure filings, which are available under the Company's profile on SEDAR+ at www.sedarplus.ca.

Although the Company believes that the expectations reflected in the forward-looking information are reasonable as of the date hereof, readers are cautioned not to place undue reliance on such information. Forward-looking information is provided as of the date of this release, and the Company does not undertake any obligation to update or revise such information to reflect new events or circumstances, except as required by applicable law. New risk factors may emerge from time to time, and it is not possible to predict all such factors or assess their potential impact on the Company.

For further information, please contact the Company at: info@liveenergyminerals.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/257816

FAQ

How many shares did Live Energy Minerals (GTREF) issue for the Saskatchewan mineral claims?

Live Energy Minerals issued 5.5 million common shares as consideration for the mineral claims option agreement.

What is the size of the mineral claims acquired by Live Energy Minerals in Saskatchewan?

The mineral claims total approximately 5,355 hectares in the Province of Saskatchewan.

What are the terms of the royalty buyback option for GTREF's Saskatchewan claims?

The purchaser has the right to buy a 3% net smelter return royalty by issuing an additional 5.5 million shares to the royalty holder, subject to TSX Venture Exchange acceptance.

When does Live Energy Minerals need to make the cash payment for the Saskatchewan claims?

The company must pay $50,000 in cash within three years of the April 9, 2025 Option Agreement effective date.

What is the hold period for the consideration shares issued by Live Energy Minerals?

The consideration shares are subject to a statutory four-month hold period under Canadian Securities Laws.