District Executes Agreement to Sell Remaining Ownership of the Bakar Property on Northern Vancouver Island, British Columbia

Rhea-AI Summary

District Metals Corp. has signed a definitive purchase agreement to sell its remaining 25% ownership stake in the Bakar Property, a high-grade copper-silver project located on northern Vancouver Island, British Columbia, to Sherpa II Holdings Corp. The transaction involves Sherpa II issuing 1.5 million shares to District Metals. The deal allows District to focus on its Swedish uranium and base metal polymetallic properties while maintaining potential upside through its equity position in Sherpa II. The transaction's closing is subject to TSX Venture Exchange approval and other customary conditions.

Positive

• District will maintain exposure to Bakar Property's potential success through equity ownership in Sherpa II
• Transaction allows District to focus resources on core Swedish uranium and base metal assets
• Deal provides District with 1.5 million shares of Sherpa II as compensation

Negative

• District gives up direct ownership of high-grade copper-silver property
• Transaction is subject to TSX Venture Exchange approval which creates closing uncertainty

Vancouver, British Columbia--(Newsfile Corp. - June 4, 2025) - District Metals Corp. (TSXV: DMX) (Nasdaq First North: DMXSE SDB) (OTCQB: DMXCF) (FSE: DFPP); ("District" or the "Company") is pleased to announce the execution of a definitive purchase agreement (the "Agreement") dated June 3, 2025 for District's high grade copper-silver Bakar Property ("Bakar" or the "Property") located on northern Vancouver Island in British Columbia with Sherpa II Holdings Corp. ("Sherpa II") (TSXV: SHRP).

Garrett Ainsworth, CEO of District, commented: "District's focus is clearly on our Swedish uranium and base metal polymetallic properties. The sale and full exit of ownership from the Bakar Property on northern Vancouver Island in British Columbia will allow Sherpa II to continue to advance the Bakar Property on a 100% ownership basis. District will benefit from any potential exploration success at the Bakar Property through its equity position in Sherpa II."

Transaction Highlights

Under the Agreement, Sherpa II will acquire District's remaining approximate 25% interest in the Bakar Property by the issuance of 1.5 million shares of Sherpa. Closing of the transaction remains subject to customary closing conditions including approval by the TSX Venture Exchange.

Technical Information

All scientific and technical information in this news release has been prepared by, or approved by Garrett Ainsworth, P.Geo, President and CEO of the Company. Mr. Ainsworth is a Qualified Person for the purposes of National Instrument 43-101 - Standards of Disclosure for Mineral Projects.

About District Metals Corp.

District Metals Corp. is led by industry professionals with a track record of success in the mining industry. The Company's mandate is to seek out, explore, and develop prospective mineral properties through a disciplined science-based approach to create shareholder value and benefit other stakeholders.

District is a polymetallic exploration and development company focused on the Viken and Tomtebo Properties in Sweden. The Viken Property covers 100% of the Viken Energy Metals Deposit, which contains the largest undeveloped Mineral Resource Estimate of uranium in the world¹ along with significant Mineral Resource Estimates of vanadium, molybdenum, nickel, copper, zinc, and other important and critical raw materials.

The advanced exploration stage Tomtebo Property is located in the Bergslagen Mining District of south-central Sweden and is situated between the historical Falun Mine and Boliden's Garpenberg Mine that are located 25 km to the northwest and southeast, respectively. Two historic polymetallic mines and numerous polymetallic showings are located on the Tomtebo Property along an approximate 17 km trend that exhibits similar geology, structure, alteration and VMS/SedEx style mineralization as other significant mines within the district.

For further information on the Tomtebo Property, please see the Technical Report titled "NI 43-101 Update Technical Report on the Tomtebo Project, Bergslagen Region of Sweden" dated effective October 15, 2020 and amended and restated on February 26, 2021, which is available on SEDAR+ at www.sedarplus.ca.

On Behalf of the Board of Directors

"Garrett Ainsworth"

President and Chief Executive Officer
(604) 288-4430

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Statement Regarding "Forward-Looking Information"

This news release contains certain statements that may be considered "forward-looking information" with respect to the Company within the meaning of applicable securities laws. In some cases, but not necessarily in all cases, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "targets", "expects" or "does not expect", "is expected", "an opportunity exists", "is positioned", "estimates", "intends", "assumes", "anticipates" or "does not anticipate" or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", "will" or "will be taken", "occur" or "be achieved" and any similar expressions. In addition, any statements that refer to expectations, predictions, indications, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management's expectations, estimates and projections regarding future events. Forward-looking information in this news release relating to the Company include, among other things, statements relating to the Bakar Property and sale thereof; Viken Deposit; results of the Viken Deposit MRE and size thereof; realization of MRE; future price of metals; potential increases to the Viken Deposit MRE; future economic studies and timing thereof; timing of technical report filing on the Viken MRE; potential lifting of the current ban on uranium mining in Sweden; the results of exploration and drilling and interpretations thereof, and future exploration; the benefits of mining Sweden; the Company's Swedish polymetallic properties; the Company's planned exploration activities, including its drill target strategy and next steps for the Swedish properties; and the Company's interpretations and expectations about the results on the Swedish properties.

These statements and other forward-looking information are based on opinions, assumptions and estimates made by the Company in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that the Company believes are appropriate and reasonable in the circumstances, as of the date of this news release, including, without limitation the reliability of exploration and drill results; reliability of data and the accuracy of publicly reported information regarding current, past and historic mines in the Bergslagen district and in respect of the Swedish properties; that the Swedish government will eventually lift or amend its moratorium on uranium exploration and mining in Sweden; the Company's ability to satisfy the terms of the Company's agreement with Boliden; the Company's ability to raise sufficient capital to fund planned exploration activities, maintain corporate capacity; and stability in financial and capital markets.; the Company's ability to complete its planned exploration programs; the absence of adverse conditions at mineral properties; no unforeseen operational delays; no material delays in obtaining necessary permits; the price of metals remaining at levels that render mineral properties economic; and the ability to realize on the mineral resource estimates.

Forward-looking information is necessarily based on a number of opinions, assumptions and estimates that, while considered reasonable by the Company as of the date such statements are made, are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to risks associated with the following: closing of the Bakar Property transaction; the reliability of historic data on District's properties; the Company's ability to raise sufficient capital to finance planned exploration; that the Swedish government maintains its moratorium on uranium exploration and mining in Sweden for the foreseeable future; the Company's limited operating history; the Company's negative operating cash flow and dependence on third-party financing; the uncertainty of additional funding; the uncertainties associated with early stage exploration activities including general economic, market and business conditions, the regulatory process, failure to obtain necessary permits and approvals, technical issues, potential delays, unexpected events and management's capacity to execute and implement its future plans; the Company's ability to identify mineral resources and mineral reserves; the substantial expenditures required to establish mineral reserves through drilling and the estimation of mineral reserves or mineral resources; the uncertainty of estimates used to calculated mineralization figures; changes in governmental regulations; compliance with applicable laws and regulations; competition for future resource acquisitions and skilled industry personnel; reliance on key personnel; title matters; conflicts of interest; environmental laws and regulations and associated risks, including climate change legislation; land reclamation requirements; changes in government policies; volatility of the Company's share price; the unlikelihood that shareholders will receive dividends from the Company; potential future acquisitions and joint ventures; infrastructure risks; fluctuations in demand for, and prices of metals; fluctuations in foreign currency exchange rates; legal proceedings and the enforceability of judgments; going concern risk; risks related to the Company's information technology systems and cyber-security risks; and risk related to the outbreak of epidemics or pandemics or other health crises. For additional information regarding these risks, please see the Company's Annual Information Form dated July 11, 2022 for the fiscal year ended June 30, 2021, under the heading "Risk Factors", which is available at www.sedarplus.ca. These factors and assumptions are not intended to represent a complete list of the factors and assumptions that could affect the Company. These factors and assumptions, however, should be considered carefully. Although the Company has attempted to identify factors that would cause actual actions, events or results to differ materially from those disclosed in the forward-looking information or information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Also, many of such factors are beyond the control of the Company. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking information is made as of the date of this news release, and the Company assumes no obligation to publicly update or revise such forward-looking information, except as required by applicable securities laws.

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¹  S&P Global Market Intelligence - Market Intelligence Research.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/254416

FAQ

What is District Metals (DMXCF) selling to Sherpa II Holdings?

District Metals is selling its remaining 25% ownership stake in the Bakar Property, a high-grade copper-silver project located on northern Vancouver Island, British Columbia.

How many shares will District Metals receive from Sherpa II for the Bakar Property?

District Metals will receive 1.5 million shares of Sherpa II Holdings Corp. as compensation for the sale of its remaining stake in the Bakar Property.

Why is District Metals (DMXCF) selling its stake in the Bakar Property?

District Metals is selling its stake to focus on its Swedish uranium and base metal polymetallic properties while maintaining exposure to Bakar's potential success through equity ownership in Sherpa II.

What conditions need to be met for the District Metals-Sherpa II transaction to close?

The transaction requires approval from the TSX Venture Exchange and must meet other customary closing conditions.