The TSX Venture Exchange has accepted for filing an option agreement dated May, 2026, among Zacatecas Silver Corp., through its subsidiary, Desarrollos Mineros Zacatecas Silver S.A. de C.V., and Heliodor Metals S.A. de C.V. and Minera Aurea S.A. de C.V., which are wholly owned subsidiaries of Heliostar Metals Ltd. Pursuant to the agreement, Heliostar has granted an option to the company to acquire a 100-per-cent interest in certain exploration properties located in the Sonora and Oaxaca areas of Mexico.
As consideration to acquire the 100-per-cent interest, the company will pay Heliostar an aggregate of $450,000 (U.S.) in cash and issue an aggregate value of $750,000 (U.S.) in common shares of the company over a three-year period, as detailed below.
Effective date: $150,000 (U.S.) cash and $300,000 (U.S.) in shares (A portion of both payments is deferred pending concession registration, with the initial amounts paid/issued being $129,000 (U.S.) cash and 4,217,845 shares (valued at $258,000 (U.S.)).)
First anniversary: $100,000 (U.S.) in cash and $150,000 (U.S.) in common shares
Second anniversary: $100,000 (U.S.) in cash and $150,000 (U.S.) in common shares
Third anniversary: $100,000 (U.S.) in cash and $150,000 (U.S.) in common shares
The number of anniversary common shares to be issued will be based upon the greater of the market price on the date of the announcement or the 10-day volume-weighted average price (VWAP) immediately prior to the applicable share issuance. The total number of common shares issuable under the transaction is subject to a maximum cap of 12.5 million common shares. If the value of the share cap is less than the total required U.S.-dollar share consideration, the company will pay the shortfall difference to Heliostar in cash.
Upon exercise of the option, the company will grant a 2.0-per-cent net smelter return royalty to Heliostar on the properties with a right to purchase one-half (a 1.0-per-cent royalty) at any time before commercial production by making a one-time cash payment of $2-million (U.S.). The properties are also subject to pre-existing underlying royalties on the La Barra, Edaena and Cumaro concessions, which include specific buyback options.
The transaction is arm's length in nature and no finders' fees are payable.
For further information, please refer to the company's news releases dated March 2, 2026, and June 8, 2026.
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