Minera Alamos Announces Corporate Update - Debt Shares and Omnibus Incentive Plan

Rhea-AI Summary

Minera Alamos (TSXV: MAI) has received TSX Venture Exchange approval for its Omnibus Incentive Plan, which was ratified by shareholders on February 28, 2025. The plan is designed to attract and retain qualified personnel by aligning their interests with shareholders' goals.

The Omnibus Incentive Plan is a 10% rolling plan of issued and outstanding common shares, allowing the Board to grant stock options, restricted share units, and deferred share units. Currently, there are 27,746,775 incentive stock options outstanding, representing 4.8% of the company's issued shares.

Additionally, the company has issued 3,388,364 common shares to settle $951,000 in debt owed to arms-length creditors formerly engaged by Sabre Gold Mines Corp. The shares were issued at deemed prices of $0.28 and $0.345 per share, subject to a four-month hold period.

Positive

• Debt reduction of $951,000 through share issuance
• Implementation of new incentive plan to attract and retain talent

Negative

• 4.8% potential dilution from existing stock options
• Additional 3.388M shares issued for debt settlement causing further dilution

Toronto, Ontario--(Newsfile Corp. - April 15, 2025) - Minera Alamos Inc. (TSXV: MAI) (the "Company" or "Minera Alamos") announces that it has received approval from the TSX Venture Exchange for the implementation of its Omnibus Incentive Plan, as ratified and approved by shareholders at the Company's annual and special meeting of shareholders held February 28, 2025.

The purpose of the Omnibus Plan is to provide the Company with a share-related mechanism to attract, retain and motivate qualified directors, officers, employees, management and others who provide service to the Company ("Eligible Participants"), and to align the goals of such Eligible Participants with the interests of shareholders and the long-term goals of the Company.

The Omnibus Incentive Plan is a ten percent (10%) rolling plan of issued and outstanding common shares, pursuant to which the Board of Directors may grant stock options, restricted share units and deferred share units to acquire common shares from time to time. There are no restricted share units or deferred share units outstanding, however, as of today's date there are 27,746,775 incentive stock options outstanding representing 4.8% of the issued and outstanding common shares of the Company.

For more information, the Omnibus Incentive Plan in its entirety, is attached as Schedule "A" to the Company's Management Information Circular dated January 20, 2025, available on SEDAR+ (www.sedarplus.ca) under the Corporation's issuer profile, and on the Corporation's website at https://www.mineraalamos.com/investors/agm-information/.

The Company further announces that it has issued 3,118,800 common shares at a deemed price of $0.28 per share, and 269,564 common shares at a deemed price of $0.345, for a total of 3,388,364 common shares to settle outstanding amounts ($951,000) owed to arms-length creditors formerly engaged by Sabre Gold Mines Corp. (see news releases February 6, 2025, and March 12, 2025). All securities issued are subject to hold periods prescribed by applicable securities regulators, including a four month hold period imposed by the TSX Venture Exchange.

For Further Information Please Contact:

Minera Alamos Inc.

Doug Ramshaw, President
Tel: 604-600-4423
Email: dramshaw@mineraalamos.com 

Victoria Vargas de Szarzynski, VP Investor Relations
Tel: 289-242-3599
Email: vvargas@mineraalamos.com

Website: www.mineraalamos.com

About Minera Alamos Inc.

Minera Alamos is a gold production and development Company. The Company has a portfolio of high-quality Mexican assets, including the 100%-owned Santana open-pit, heap-leach mine in Sonora that is currently going through the start-up of operations at the new Nicho Main deposit. The 100%-owned Cerro de Oro oxide gold project in northern Zacatecas has considerable past drilling and metallurgical work completed and the proposed mining project is currently being guided through the permitting process by the Company's permitting consultants. The La Fortuna open pit gold project in Durango (100%-owned) has a positive, robust preliminary economic assessment (PEA) completed, and the main Federal permits are in place. Minera Alamos is built around its operating team that together brought three open pit heap leach gold mines into successful production in Mexico over the last 14 years. Minera Alamos also wholly-owns the Copperstone mine and associated infrastructure in La Paz Country, Arizona, an advanced development asset with a permitted plan of operations that can be developed in parallel with planned project advancements in Mexico.

The Company's strategy is to develop very low capex assets while expanding the projects' resources and continuing to pursue complementary strategic acquisitions.

Caution Regarding Forward-Looking Information

This news release includes certain "forward-looking information" within the meaning of applicable Canadian securities legislation. All information herein, other than information of historical fact, constitutes forward-looking information. Forward-looking information is frequently, but not always, identified by words such as "expects", "anticipates", "believes", "intends", "estimates", "potential", "possible", and similar expressions, or statements that events, conditions, or results "will", "may", "could", or "should" occur or be achieved. This information is based on information currently available to Minera Alamos and Minera Alamos provides no assurance that actual results will meet management's expectations. Forward-looking information in this news release includes, but is not limited to, the extension of the deadline by which certain conditions under the Loan Agreement would be satisfied; statements concerning future exploration plans at the Company's mineral projects; the Company's proposed business strategy; and the development and condition of the Company's mining assets. The forward-looking information is based on assumptions and addresses future events and conditions that, by their very nature involve inherent risks and uncertainties. Actual results relating to, among other things, results of exploration, the economics of processing methods, project development, reclamation and capital costs of Minera Alamos' mineral properties, and the ability to complete a preliminary economic assessment which supports the technical and economic viability of mineral production could differ materially from those currently anticipated in forward-looking information for many reasons. Minera Alamos' financial condition and prospects could differ materially from those currently anticipated in forward-looking information for many reasons such as: an inability to finance and/or complete an updated resource and reserve estimate and a preliminary economic assessment which supports the technical and economic viability of mineral production; changes in general economic conditions and conditions in the financial markets; changes in demand and prices for minerals; litigation, legislative, environmental and other judicial, regulatory, political and competitive developments; technological and operational difficulties encountered in connection with Minera Alamos' activities; and other matters discussed in this news release and in filings made with securities regulators. This list is not exhaustive of the factors that may affect any of Minera Alamos' forward-looking information. These and other factors should be considered carefully, and readers should not place undue reliance on Minera Alamos' forward-looking information. Minera Alamos does not undertake to update any forward-looking information that may be made from time to time by Minera Alamos or on its behalf, except in accordance with applicable securities laws.

The Company does not have a feasibility study of mineral reserves, demonstrating economic and technical viability for the Santana project, and, as a result, there may be an increased uncertainty of achieving any particular level of recovery of minerals or the cost of such recovery, including increased risks associated with developing a commercially mineable deposit. Historically, such projects have a much higher risk of economic and technical failure.

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/248635

FAQ

What is the size of Minera Alamos (MAIFF) new Omnibus Incentive Plan?

The Omnibus Incentive Plan is a 10% rolling plan of issued and outstanding common shares.

How many stock options are currently outstanding for MAIFF?

27,746,775 incentive stock options are outstanding, representing 4.8% of issued shares.

How many shares did MAIFF issue to settle its debt in April 2025?

3,388,364 common shares were issued to settle $951,000 in debt.

What are the share prices used by MAIFF for debt settlement?

Shares were issued at deemed prices of $0.28 and $0.345 per share.