Banyan Gold Corp. [TSXV: BYN; OTCQB: BYAGF] has entered into a definitive agreement with PricewaterhouseCoopers Inc. (PwC), the court-appointed receiver and manager of all of the assets, undertakings and properties of Victoria Gold Corp., to accelerate Banyans options to acquire the remaining interests in the McQuesten and Aurex properties from Victoria, together which comprise the core of the AurMac project.
AurMac hosts a gold resource of 2,274,000 ounces indicated and 5,453,000 ounces inferred (112.5 million tonnes and 280.6 million tonnes respectively). Upon closing of the transaction, Banyan will own 100% of the McQuesten and Aurex properties that contain the gold resource.
With full ownership of the underlying McQuesten and Aurex properties that form the core of our AurMac project, together with our strong technical team and financial position, Banyan will be well positioned to maximize value for our shareholders as we advance AurMac as one of Canadas largest undeveloped gold projects, said Tara Christie, president and CEO. With the strong high-grade drilling results thus far in 2025, together with our continued work on metallurgy and additional technical aspects, we are rapidly advancing the AurMac project.
Under the terms of the agreement, Banyan will pay Victoria $2 million in cash upon closing and, as contemplated in the original option agreements, issue to Victoria a net smelter return (NSR) royalty on the McQuesten and Aurex properties. Banyan will pay Victoria a further $1.6 million in cash or shares (at Banyans election) within 75 days of closing.
The agreement and NSR royalty contain the following additional benefits to Banyan and its shareholders: the requirement for Banyan to complete a preliminary economic assessment in respect of the McQuesten property by Dec. 8, 2025, is eliminated. Certain rights of first offer in respect of financing of a mining operation on the McQuesten property in favour of Victoria Gold are eliminated.
Banyans option to reduce the NSR royalty issued to Victoria from 6% to 1% for a one-time cash payment has been reduced from an aggregate of $14 million, as contemplated in the original option agreements, to $10 million.
Certain pre-existing royalties on a portion of the McQuesten and Aurex properties held by Victoria and Banyan will be cancelled prior to closing.
Closing is expected to take place by the end of August. If Banyan elects to make the second payment in shares, closing will be subject to the approval of the TSX Venture Exchange. Prior to closing, the receiver will obtain a vesting order from the Ontario Superior Court of Justice (Commercial List) approving the agreement and vesting in Banyan the McQuesten and Aurex properties free of all encumbrances, other than certain permitted encumbrances as defined in the agreement.
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