SALE OF REMAINING INTEREST IN OMAGH GOLD PROJECT
Galantas Gold Corporation
09 September 2026
GALANTAS GOLD COMPLETES SALE OF REMAINING INTEREST IN
OMAGH GOLD PROJECT, NORTHERN IRELAND
Toronto, Ontario - September 9, 2026 - Galantas Gold Corporation (TSX-V: GAL | AIM: GAL) ("Galantas" or the "Company") announces that the Company, through its wholly-owned subsidiary Cavanacaw Corporation ("Cavanacaw"), has sold its remaining 20% indirect interest in the Omagh gold project in County Tyrone, Northern Ireland (the "Omagh Project") to Ocean Partners UK Limited ("Ocean Partners"), pursuant to a share purchase agreement between Cavanacaw and Ocean Partners dated September 8, 2026 (the "Agreement").
Mario Stifano, CEO of Galantas, commented: "The completion of this transaction marks an important step in Galantas' continued strategic repositioning. The sale crystallizes value from our remaining minority interest in the Omagh Project, strengthens the Company's balance sheet through the receipt of cash proceeds and the settlement of indebtedness owing to Ocean Partners, and allows Galantas to focus its resources on advancing its portfolio of gold and copper assets in Chile. We believe this transaction is in the best interests of the Company and its shareholders, and we thank Ocean Partners for its ongoing commitment to the Omagh Project."
Pursuant to the Agreement, Cavanacaw sold to Ocean Partners all of Cavanacaw's right, title and interest in and to 20,000 shares of Flintridge Resources Limited ("Flintridge") and 215,208 shares of Omagh Minerals Limited ("Omagh"), representing Galantas' remaining 20% indirect interest in the Omagh Project (the "Transaction"). Flintridge and Omagh hold interests in, or otherwise relate to, the Omagh Project. The 20% interest in Flintridge and Omagh Minerals was held by the Company as an investment in associate, with a carrying value of approximately US$4.1 million (CAD$5.8 million) as at 30 June 2026, the Company's share of the loss attributable to this interest, was approximately US$72,457 (CAD$101,790) for the six months ended 30 June 2026.
The aggregate consideration paid by Ocean Partners to Cavanacaw under the Agreement was US$5.0 million. At closing, approximately US$3.26 million of indebtedness owing by the Company to Ocean Partners pursuant to an existing promissory note and other indebtedness was satisfied, set off or otherwise discharged in accordance with the Agreement, with the balance of the consideration paid in cash.
Following completion of the Transaction, Galantas no longer holds any equity interest in the Omagh Project and will no longer have a right to convert the disposed 20% equity interest in Flintridge into a 3.00% net smelter return royalty. The Transaction is consistent with the Company's strategy of focusing its capital and management resources on its current portfolio of gold and copper assets, including the Andacollo Gold Project, the Indiana Project and the Company's other mineral interests.
Ocean Partners is a substantial shareholder of the Company and Brent Omland, a director of the Company, is also the Chief Executive Officer of Ocean Partners. Mr. Omland disclosed the nature and extent of his interest in the Agreement and the Transaction to the Company's board of directors, and did not participate in the board's deliberations or vote on the Transaction, in accordance with the Canada Business Corporations Act. The disinterested directors of the Company consider the terms of the Transaction to be fair and reasonable insofar as the Company's shareholders are concerned.
Ocean Partners holds more than 10% of the Company's voting rights and is therefore a related party for the purposes of the AIM Rules for Companies. The Transaction is accordingly considered a related party transaction. Mr. Omland, as Chief Executive Officer of Ocean Partners, is not independent and has been excluded from the Board's consideration of the Transaction. The directors, other than Mr. Omland, having consulted with the Company's Nominated Adviser, consider the Transaction to be fair and reasonable insofar as the Company's shareholders are concerned.
In addition, the Transaction constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") and TSX Venture Exchange (the "TSXV") Policy 5.9, as Ocean Partners beneficially owns or exercises control or direction over more than 10% of the outstanding common shares of the Company. The Company is relying on the exemption from the formal valuation requirement in section 5.5(b) of MI 61-101, as the Company is not listed on a specified market, and the exemption from the minority shareholder approval requirement in section 5.7(1)(a) of MI 61-101, as the fair market value of the subject matter of, and the consideration for, the Transaction, does not exceed 25% of the Company's market capitalization, as determined in accordance with MI 61-101.
As described above, no formal valuation was obtained in connection with the Transaction, as the Company is relying on the exemption from the formal valuation requirement in section 5.5(b) of MI 61-101. There has been no prior valuation in respect of the Company that relates to the subject matter of, or is otherwise relevant to, the Transaction within the 24 months before the date hereof. No special committee was formed in connection with the Transaction, and there were no materially contrary views or disagreements expressed by any director in connection with the board's approval of the Transaction. Other than the Agreement and the related documentation entered into in connection with the settlement, set-off, discharge or assignment of the indebtedness described above, the Company is not aware of any agreement entered into by the Company or any related party of the Company with Ocean Partners or any joint actor with Ocean Partners in connection with the Transaction.
Additional details regarding the Company's prior transaction with Ocean Partners in respect of the Omagh Project are included in Galantas' initial press release of the prior transaction on 9 June 2025, the press release of the completion of the prior transaction dated September 24, 2025, and in the Company's continuous disclosure filings, each of which is available on the Company's profile on SEDAR+ at www.sedarplus.ca.
About Galantas Gold Corporation
Galantas Gold Corporation is a publicly traded gold and copper company focused on the acquisition, development, and advancement of gold and copper assets in stable mining jurisdictions. The Company is currently advancing the development of the Indiana Project and the Andacollo Gold Project in Chile. Galantas' strategy is to build long-term shareholder value through disciplined capital allocation, technically rigorous project evaluation, and responsible development of high-quality mineral assets.
Enquiries
Galantas Gold Corporation
Mario Stifano: Chief Executive Officer
Email: info@galantas.com
Website: www.galantas.com
Grant Thornton UK Advisory & Tax LLP (AIM Nomad)
Philip Secrett, Harrison Clarke, Elliot Peters
Telephone: +44(0)20 7383 5100
SP Angel Corporate Finance LLP (AIM Broker)
David Hignell, Charlie Bouverat (Corporate Finance)
Grant Barker (Sales & Brokering)
Telephone: +44(0)20 3470 0470
Cautionary Statement Regarding Forward-Looking Information
This news release contains forward-looking information and forward-looking statements within the meaning of applicable Canadian securities laws (collectively, "forward-looking information"). Forward-looking information is generally identifiable by the use of words such as "anticipate", "believe", "expect", "intend", "may", "plan", "will", "would", "could", "should", "estimate", "forecast", "potential", "continue" and similar expressions, although not all forward-looking information contains these identifying words. Forward-looking information in this news release includes, but is not limited to, statements regarding the anticipated benefits of the Transaction; the Company's strategic focus following completion of the Transaction; the use of proceeds from the Transaction; the Company's plans and expectations regarding the advancement of its remaining portfolio of mineral assets; the Company's ability to execute its business strategy; and the availability of exemptions under MI 61-101 and applicable TSXV policies.
Forward-looking information is based on the Company's current expectations, estimates, projections, assumptions and beliefs, including assumptions regarding the Company's ability to apply the proceeds of the Transaction as currently anticipated; the Company's ability to advance its remaining mineral assets; commodity prices; exchange rates; the receipt and maintenance of required regulatory approvals and permits; and the Company's ability to execute its development plans as contemplated.
Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to differ materially from those expressed or implied by such information. These risks and uncertainties include, among others, risks relating to the Company's ability to realize the expected benefits of the Transaction; risks relating to the Company's remaining mineral assets, financing, development and operating activities; commodity price volatility; permitting and regulatory risks; uncertainties inherent in mineral resource estimates; general economic, market and business conditions; and the risks described in the Company's public disclosure documents filed under the Company's profile on SEDAR+ and on the London Stock Exchange website.
Readers are cautioned not to place undue reliance on forward-looking information. The forward-looking information contained in this news release is made as of the date of this news release and, except as required by applicable securities laws, the Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.
Neither TSXV nor its Regulation Services Provider, as that term is defined in the policies of the TSXV, accepts responsibility for the adequacy or accuracy of this news release.
The information contained in this announcement is deemed to constitute inside information as stipulated under the retained EU law version of the Market Abuse Regulation (EU) No. 596/2014, which forms part of UK law by virtue of the European Union (Withdrawal) Act 2018. This information is disclosed in accordance with the Company's obligations under Article 17 of UK MAR. Upon publication of this announcement, this inside information is now considered to be in the public domain.
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