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MONTRÉAL, Sept. 03, 2026 (GLOBE NEWSWIRE) — Morocco Strategic Minerals Corporation (TSXV: MCC) (“MCC” or the “Corporation“) is pleased to announce that it has entered on September 2, 2026 into a revised property purchase and option agreement (the “Agreement”) with Visible Gold Mines Inc. (TSXV: VGD) (“Visible Gold”) pursuant to which Visible Gold acquired a 51% interest in the Sakami Property (“Sakami” or the “Property”) and was granted an exclusive option to acquire the 49% remaining interest therein subject to the receipt of the Corporation’s shareholders approval (the “Transaction”). The Agreement revises the initial agreement previously announced on May 26, 2026, to provide for completion of the Transaction in two closings. The Property is located in the James Bay region of Québec.
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The Transaction is consistent with the Corporation’s strategy to streamline its portfolio and focus capital and management resources on its Moroccan exploration assets, while allowing Sakami to be advanced by a Québec-focused exploration company.
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Terms of the Agreement
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Pursuant to the Agreement, at the first closing (the “First Closing”), MCC sold to Visible Gold an undivided 51% right, title and interest in and to the Property, in consideration for the issuance by Visible Gold to MCC of 1,000,000 common shares of Visible Gold (“Consideration Shares”). The First Closing occurred concurrently with the execution and delivery of the Agreement on September 2nd, 2026.
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Subject to and upon receipt of MCC’s shareholder approval of the Agreement, which the Corporation expects to receive at its next shareholder meeting in December 2026, Visible Gold will exercise its exclusive right and option to acquire the remaining 49% right, title and interest in and to the Property. As consideration for this remaining 49% interest in the Property, Visible Gold will issue to MCC 3,000,000 additional Consideration Shares and will grant MCC a 1% NSR royalty on the Property (the “NSR”), which may be repurchased by Visible Gold for $1 million (the “Second Closing”, and together with the First Closing, the “Closing”).
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The Consideration Shares will be subject to a statutory four-month and one day resale restriction period under Canadian securities legislation, and a voluntary three-year resale restriction, with 400,000 Consideration Shares to be released four months following the First Closing, 600,000 Consideration Shares to be released on the first anniversary of the First Closing, 600,000 Consideration Shares to be released on the first anniversary of the Second Closing, and 1,200,000 Consideration Shares to be released on each of the second and third anniversaries of the Second Closing.
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Eskar Capital Corporation, an arm’s length party to each of the Corporation and Visible Gold, acted as finder in connection with the Transaction and will receive a cash finder’s fee payable in two instalments, with the first instalment payable on the First Closing and the second instalment payable on the Second Closing. The finder’s fee represents an amount equal to 4% of the Transaction value, including the value of the NSR.
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Completion of the Transaction remains subject to customary closing conditions, including final acceptance of the TSX Venture Exchange (the “TSXV”).