Subject: American Eagle - News Release
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File: '\\swfile\EmailIn\20250917 135136 Attachment American Eagle Announces Results of AGM - 2025.09.17_Final.docx'
American Eagle Announces Results of AGSM
Toronto, Ontario - September 17, 2025 - American Eagle Gold Corp. (TSXV: AE) ("American Eagle" or the "Company") announces the approval of each of the matters set out in the Company's Management Information Circular (the "Circular") dated August 1, 2025 at the 2025 Annual General and Special Meeting of Shareholders ("AGSM") held on September 17, 2025. All resolutions were approved by shareholders, including:
Re-electing the five directors of the Company:
Anthony Moreau
Stephen Stewart
Gordon Stothart
James Sykes
Michael Mansfield
Appointment of McGovern Hurley LLP, Chartered Professional Accountants as auditors of the Company for the ensuing year; and,
Approval of the Company's Option Incentive plan.
For more information, please see the management information circular in respect of the meeting dated September 17, 2025, which includes a summary of the option incentive plan. A copy is available on the Company's website and via the Company's profile on SEDAR+ at www.sedarplus.ca.
Stock Option Grant
The Company is also pleased to announce that the Board of Directors has approved grants totaling 4,525,000 stock options to certain directors, officers, and consultants of the Company, allowing for the acquisition of up to, in the aggregate, 4,525,000 shares of the Company, pursuant to the Company's stock option plan. 3,600,000 stock options were granted to certain directors and officers of the Company. The options are exercisable at CAD $0.53 per share for five (5) years from the date of grant, vest one (1) year from the date of grant and are subject to regulatory policies and approvals.
The grant of options to certain directors and officers is a "related party transaction" under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party matters, as the Company is listed on the TSX Venture Exchange ("TSXV") and neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves the related parties, exceeded 25% of the Company's market capitalization (as determined under MI 61-101).
About American Eagle's NAK Project
The NAK Project lies within the Babine copper-gold porphyry district of central British Columbia. It has excellent infrastructure through all-season roads and is close to the towns of Smithers, Houston, and Burns Lake, B.C., which lie along a major rail line and Provincial Highway 16. Historical drilling and geophysical, geological, and geochemical work at NAK, which began in the 1960's, tested only to shallow depths. Still, the work revealed a very large near-surface copper-gold system that measures over 1.5 km x 1.5 km. Drilling completed by American Eagle in 2022, 2023, and 2024 returned significant intervals of high-grade copper-gold mineralization that reached beyond and much deeper than the historical drilling, indicating that zones of near-surface and deeper mineralization, locally with considerably higher grades, exist within the broader NAK property mineralizing system. Drilling is currently in progress, with approximately 14,250 metres drilled across 21 holes out of the planned 30,000-metre drill program. Three drills are actively operating, including one helicopter-supported hole, and expected to continue into December.
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About American Eagle Gold Corp.
American Eagle is dedicated to advancing its NAK copper-gold porphyry project in west-central British Columbia, Canada. The Company benefits from over $36 million in cash, bolstered by two strategic investors formed in the past two years with Teck Resources and South32. With substantial financial and technical resources, American Eagle Gold is well-positioned to drill, de-risk, and define the full potential of the NAK Copper-Gold porphyry project.
Anthony Moreau, Chief Executive Officer
416.644.1567
amoreau@oregroup.ca
www.americaneaglegold.ca
Forward-Looking Statements
Certain information in this press release may contain forward-looking statements. Forward-looking statements in this press release include, but are not limited to the 2025 drill program or its anticipated results at the Company's NAK project, and other matters ancillary or incidental to the foregoing. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict. Therefore, actual results might differ materially from those suggested in forward-looking statements. American Eagle Gold Corp. assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those reflected in the forward looking-statements unless and until required by securities laws applicable to American Eagle Gold Corp. Additional information identifying risks and uncertainties is contained in filings by American Eagle Gold Corp. with Canadian securities regulators, which filings are available under American Eagle Gold Corp. profile at www.sedarplus.ca.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the TSX Venture Exchange policies) accept responsibility for the adequacy or accuracy of this release.
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