Seahawk Gold Corp. Corporate Update

Rhea-AI Summary

Seahawk Gold Corp (CSE: SEAG) (OTC Pink: SEHKF) has provided a corporate update regarding two main developments. First, the company has terminated its previously announced plans for a complete acquisition of FlexGPU as an AI data center development company, citing insufficient business advancement. Instead, Seahawk has agreed to acquire FlexGPU's sole asset - a 10-acre property in Williams County, North Dakota - for $350,000, payable through the issuance of 2 million common shares subject to a four-month hold period.

Additionally, Seahawk has renewed all its Touchdown claims in Quebec for another two years until 2027, with future work program plans to be announced. The company has applied to the CSE for resumption of trading, as shares were halted following the initial FlexGPU announcement in June 2024.

Positive

• Acquisition of 10-acre North Dakota property through share issuance instead of cash payment
• Successful renewal of all Touchdown claims in Quebec until 2027

Negative

• Termination of original FlexGPU AI data center acquisition due to insufficient business development
• Trading remains halted since June 2024

Vancouver, British Columbia--(Newsfile Corp. - February 14, 2025) - Seahawk Gold Corp. (CSE: SEAG) (OTC Pink: SEHKF) ("Seahawk" or the "Company") provides the following corporate update.

FLEX GPU Transaction

The Company announced on June 26, 2024 that it was undertaking the acquisition of FlexGPU, an AI data center development company, which would constitute a "change of business" for the Company under the policies of the CSE. The Company's shares were halted on this announcement. The Company subsequently announced a number of extensions to the deadline for entering into a definitive agreement for the Flex GPU transaction, the most recent of which expired on January 30, 2025.

The Company concluded that the proposed business of Flex GPU is not sufficiently advanced to support a change of business. However, the Company believes that in view of the continuing depressed state of the market for junior resource issuers, it remains in the Company's best interests to continue to seek potential change of business opportunities. As part of this initiative, the Company has agreed pursuant to a share purchase agreement dated February 14, 2025 to acquire a 10 acre property in Williams County, North Dakota through the acquisition of all of the outstanding shares of FlexGPU. FlexGPU has no business or assets other than its ownership of the North Dakota property, and while the property may be used as part of a future change of business transaction, no such transaction is being undertaken at this time. Consideration for the purchase is $350,000, payable by the issuance of 2,000,000 common shares of the Company. The acquisition of FlexGPU is an arm's length transaction. These shares will be subject to a four month hold period commencing on the date of closing of the acquisition. A further announcement will be made when the transaction has been closed and the consideration shares have been issued.

Quebec Property Update

Seahawk has renewed all of its Touchdown claims for another two years ending 2027. It will continue to assess work program options and opportunities, and will provide the market with further updates when its plans have been determined.

Resumption of Trading.

The Company has applied to the CSE for the resumption of trading in the Company's shares.

About Seahawk Gold Corp.

Seahawk Gold Corp. is a publicly traded Canadian resource exploration company trading in Canada (CSE: SEAG), the U.S. (OTC Pink: SEHKF). Seahawk is the 100% owner four properties along the Urban-Barry Greenstone Belt in the Abitibi sub province of mining friendly Quebec, Canada.

For more information, please contact Seahawk Gold Corp. - seahawkgoldcorp.com

Giovanni Gasbarro CEO and Director at 1-604-939-1848

Mitchell E. Lavery, P.Geo. President and Director at 1-613-298-1596

 

Neither the Canadian Stock Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Stock Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/241038

FAQ

Why did Seahawk Gold (SEHKF) terminate the original FlexGPU acquisition plan?

Seahawk terminated the original FlexGPU acquisition because the proposed AI data center business was not sufficiently advanced to support a change of business under CSE policies.

What are the terms of Seahawk's (SEHKF) new FlexGPU property acquisition?

Seahawk will acquire FlexGPU's 10-acre North Dakota property for $350,000, paid through the issuance of 2 million common shares subject to a four-month hold period.

How long has Seahawk Gold (SEHKF) extended its Touchdown claims in Quebec?

Seahawk has renewed all Touchdown claims for an additional two years, extending them until 2027.

When will Seahawk Gold (SEHKF) resume trading on the CSE?

While Seahawk has applied to the CSE for resumption of trading, the exact date has not been announced. Trading has been halted since June 2024.