14:50:51 EST Fri 13 Nov 2026
Enter Symbol
or Name
USA
CA



Spartacus Metals Inc
Symbol SPAR
Shares Issued 7,934,297
Close 2026-11-12 C$ 0.14
Market Cap C$ 1,110,802
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Spartacus signs deal to sell Red Lake claims to GBR

2026-11-13 12:59 ET - News Release

Mr. Rocco Tassone reports

SPARTACUS METALS ANNOUNCES SALE OF RED LAKE PROPERTY TO GREAT BEAR RESOURCES FOR C$250,000 AND A 2.0% NSR

Spartacus Metals Inc. has entered into a purchase and sale agreement dated Nov. 11, 2026, with Great Bear Resources Ltd. (GBR), a wholly owned subsidiary of Kinross Gold Corp., pursuant to which the company has agreed to sell to GBR its 100-per-cent interest in 586 unpatented mining claims covering approximately 11,913 hectares in the Red Lake mining district of Northwestern Ontario in exchange for $250,000 in cash and a 2.0-per-cent net smelter return (NSR) royalty on the Red Lake property.

Highlights:

  • Spartacus has entered into a definitive purchase and sale agreement to sell 586 of its Red Lake mining claims in Northwestern Ontario to Great Bear Resources, a wholly owned subsidiary of Kinross Gold;
  • Consideration of $250,000 in cash plus a 2.0-per-cent NSR royalty granted to Spartacus on the property;
  • GBR may buy back one-half of the NSR (1.0 per cent) at any time for $1-million (U.S.), leaving Spartacus with a 1.0-per-cent NSR royalty;
  • GBR will assume the two existing 2.0-per-cent gross sales royalties on the Red Lake property.

Transaction terms

Under the purchase agreement, GBR will acquire all of the company's right, title and interest in the Red Lake property, free and clear of all encumbrances other than the existing royalties (as defined below). In consideration, GBR will:

  • Pay the company $250,000 in cash within three business days following closing;
  • At closing, grant the company a 2.0-per-cent NSR royalty on all minerals produced and sold from the Red Lake property after closing.

GBR may, at any time, purchase one-half of the NSR royalty (being 1.0 per cent) for $1-million (U.S.), which would reduce the NSR royalty to 1.0 per cent. The NSR royalty will run with the land and will extend to any ground within the Red Lake property that GBR or its affiliates allow to lapse and reacquire within two years. GBR must give the company at least 60 days of notice before abandoning any claim, and the company may, by written notice within 30 days of GBR's notice, elect to have the affected claims transferred back to it for nominal consideration on a "where is, as is" basis.

Each of the claims comprising the Red Lake property is subject to one of two existing 2.0-per-cent gross sales royalties held by an arm's-length third party. At closing, GBR will assume the company's obligations under the existing royalties arising from and after closing, as they relate to the Red Lake property.

Conditions and closing

Completion of the transaction is subject to customary conditions, including receipt of the approval of the TSX Venture Exchange and, if required by the exchange, the approval of the company's shareholders, which may be obtained at a meeting of shareholders or, if accepted by the exchange, by written consent of holders of more than 50 per cent of the company's outstanding common shares. The company does not expect that shareholder approval will be required as the transaction does not constitute a sale of more than 50 per cent of the company's assets, business or undertaking. Following closing, the company will continue as a multiproperty exploration company and will retain its Pickle Crow East gold project (344 claims, approximately 6,915 hectares) and Soo East copper project (316 claims, approximately 6,855 hectares) in Ontario, its 36-claim Red Lake E block, its Phoenix and Torp lithium leases in the Northwest Territories and Nunavut, the 2.0-per-cent NSR royalty on the Red Lake property, and its existing 2.5-per-cent NSR royalty on four claims sold to GBR in 2024. The transaction also relieves the company of near-term assessment work requirements on the Red Lake property. The final determination of whether shareholder approval is required rests with the exchange. Closing is expected to occur on or before Dec. 15, 2026, the outside date under the purchase agreement, unless extended by the parties.

GBR is at arm's length to the company. No securities of the company will be issued, and no finders' fees are payable, in connection with the transaction. The transaction constitutes a reviewable disposition under TSX-V Policy 5.3, Acquisitions and Dispositions of Non-Cash Assets.

The company intends to use the cash proceeds of the transaction for exploration of its remaining properties, the evaluation of new opportunities and general working capital.

Commentary

"This transaction crystallizes value from our Red Lake claims while preserving meaningful exposure to future success on the ground through the 2.0-per-cent NSR. We believe a well-resourced operator in the district is well positioned to advance the property, and the cash proceeds strengthen our balance sheet as we focus on our remaining portfolio of properties," stated Rocco Tassone, chief executive officer of Spartacus Metals.

About Spartacus Metals Inc.

Spartacus Metals is a publicly traded junior exploration company holding a portfolio of gold, copper and lithium exploration projects across Canada.

We seek Safe Harbor.

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