Silicon Metals Corp. Enters Share Purchase Agreement for the Acquisition of the Crystal Hills Project
Rhea-AI Summary
Silicon Metals Corp. (OTC: SLCNF) entered a definitive share purchase agreement to acquire 100% of 1504947 B.C. Ltd., owner of the Crystal Hills Project in Clarkson Township, Ontario.
Consideration: 2,000,000 common shares at a deemed price of $0.065 per share plus $85,000 cash. Pro forma outstanding shares on closing: 49,716,690.
Project highlights: ~400 hectares, ~3 km strike of high‑purity crystalline quartzite (> 98% SiO2), accessible by road with nearby rail. Closing is subject to CSE approval.
Positive
- Acquisition of 100% Crystal Hills project
- Project area of ~400 hectares (18 cells)
- Reported quartzite purity of >98% SiO2
- Accessible site: established roads, adjacent highway and nearby rail
Negative
- Transaction is a related party deal relying on MI 61-101 exemptions
- Completion is subject to CSE approval
- Issued Silicon Shares carry 24‑month resale restrictions
Vancouver, British Columbia--(Newsfile Corp. - November 26, 2025) - SILICON METALS CORP. (CSE: SI) (FSE: X6U) ("Silicon Metals" or the "Company") is pleased to announce that it has entered into a definitive share purchase agreement (the "Agreement") to acquire all of the issued and outstanding shares of 1504947 B.C. Ltd. (the "Target") which owns a
Transaction Highlights:
- Acquisition of
100% interest of the Crystal Hills Project, located in Clarkson Township, Ontario, Canada, approximately 40 km as the crow flies north of the city of North Bay. The project consists of five mineral claims comprised of eighteen (18) cells totalling approximately 400 hectares. (see Figure 1 below); - Geologically, the Crystal Hills Project consists of a high purity crystalline quartzite formation which is expressed at surface as a series of topographic high hills, these hills are tens of metres high by hundreds of metres wide with approximately three kilometres of strike length of this formation is present within the mineral claim boundary.
- The topography of the quartzite formation (hills of quartzite) is very favourable for simplifying possible future extraction.
- Historical sampling work indicates that the Crystal Hills Project contains quartzite material that is over
98% SiO2. Photo 1 below is an example of the high purity quartzite material. - The Crystal Hills Project is easily accessible. Access roads are already established, it is adjacent to the highway, and rail services are nearby.
Figure 1: Project Location Map
To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/8241/276007_ee862d3684a919f4_001full.jpg
Photo 1: Crystal Hills high purity quartzite material
To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/8241/276007_ee862d3684a919f4_002full.jpg
Morgan Good, Silicon Metals Chief Executive Officer, commented: "Our team is extremely excited with this addition to the Company's portfolio expanding our footprint of high-quality silica and potentially high-grade, in Ontario, which we believe positions the Company very well as the mining sector, including critical metals, begins to see more attention and positive investor sentiment. Our team has plans for an initial work program in place and will further update the market with details in short order."
Transaction Summary
The Agreement contains customary representations, warranties and agreements, conditions to closing and other obligations of the parties. The Silicon Shares issued pursuant to the Agreement will bear legends to reflect contractual resale restrictions over a 24-month period, in accordance with the following schedule:
| Release Date | Percentage of Payment Shares to be released on each Release Date |
| Closing Date | |
| 6-month anniversary of the Closing Date | |
| 12-month anniversary of the Closing Date | |
| 18-month anniversary of the Closing Date | |
| 24-month anniversary of the Closing Date |
Completion of the Transaction is subject to the approval of the Canadian Securities Exchange (the "CSE").
Related Party Considerations
Mr. Raymond Wladichuk is both a director of the Company and a shareholder of the Target. As such, Mr. Wladichuk is a Related Person under the policies of the CSE, and the Transaction is subject to Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(b) and 5.7(1)(a) of MI 61-101, respectively, in respect of the acquisition of Target shares held by Mr. Wladichuk as neither the fair market value of the Target shares acquired from Mr. Wladichuk, nor the consideration therefor, exceeds
The directors of the Company have determined that the Transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 in reliance on the exemptions set forth in sections 5.5(b) and 5.7(1)(a) of MI 61-101.
Qualified Person
Raymond Wladichuk, P.Geo., Director and Chief Operating Officer of Silicon Metals Corp., a qualified person as per National Instrument 43-101 - Standards of Disclosure for Mineral Projects, has reviewed and approved the scientific and technical information contained in this new release. Mr. Wladichuk is a professional geoscientist registered in British Columbia and Ontario.
About Silicon Metals Corp.
Silicon Metals Corp. is currently focused on exploration and development in Canada, namely British Columbia and Ontario. The Company's Maple Birch Project, located approximately 30km south-east of Sudbury, Ontario, is a high purity quartz pegmatite project with a 3,000 tonne per year production permit. The Company too holds an undivided
ON BEHALF OF THE BOARD OF DIRECTORS OF
SILICON METALS CORP.
"Morgan Good"
Chief Executive Officer and Director
For more information regarding this news release and further details about Silicon's plans, please contact:
Morgan Good, CEO and Director
T: 604-715-4751
E: morgan@siliconmetalscorp.com
W: www.siliconmetalscorp.com
Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of the CSE accepts responsibility for the adequacy or accuracy of this release).
Cautionary Note Regarding Forward-Looking Statements
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would" or "occur". This information and these statements, referred to herein as "forward‐looking statements" are made as of the date of this news release only, and the Company does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law. The forward-looking statements include without limitation, statements regarding the Transaction and the Company's plans for the Crystal Hills Project.
Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Readers are cautioned that the foregoing list of factors is not exhaustive.
In making the forward-looking statements in this news release, the Company has applied certain material assumptions, including without limitation, that the Company will be able to complete the Transaction; that the Company will receive all necessary regulatory approvals for the Transaction; that the Company will be able to advance its plans for the Crystal Hills Project; and that the Company will have all the necessary resources, including personnel and capital to carry out its business plans.
These forward‐looking statements involve numerous risks and uncertainties, and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things; the Company may be unable to close the Transaction, that the Company may not receive any necessary regulatory approvals in respect of the Transaction; the Company may be unable to develop the Company's mineral properties as anticipated; the Company may be unable to carry out its business plans as disclosed; changes in applicable legislation impacting the Company's exploration plans; unanticipated cost; loss of key personnel; and failure to raise the capital required to carry out the Company's business plans.
Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbor.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/276007
FAQ
What did Silicon Metals (SLCNF) agree to pay for the Crystal Hills acquisition on November 26, 2025?
How large is the Crystal Hills Project acquired by Silicon Metals (SLCNF)?
What silica quality did Silicon Metals (SLCNF) report for Crystal Hills?
Will the November 26, 2025 transaction for SLCNF immediately close?
Does the Crystal Hills transaction create any governance or conflict concerns for SLCNF?
How many shares will Silicon Metals have outstanding after closing the Crystal Hills deal?
