Helius Minerals exercises option for Serra Pelada gold-PGM project
Key facts
- C$40M PP
- C$3/unit
- +0.5 wt @ C$4.5 / 36mo
Vancouver, British Columbia--(Newsfile Corp. - June 30, 2026) - Helius Minerals Limited  (TSXV: HHH) ("Helius" or the "Company") is pleased to announce that it has exercised its option (the " Option ") to acquire all of the issued and outstanding quotas of the Brazilian subsidiaries of Colossus Minerals Inc. (" Colossus "), being Colossus Mineração Ltda. (" Colossus Brazil ") and Mineração Fazenda Monte Belo Ltda. (" MFM " together with Colossus Brazil, the " Target Companies "), along with all intercorporate loans owed by the Target Companies to Colossus (the " Purchased Interests "), pursuant to the Exclusivity, Share Option and Acquisition Agreement dated March 3, 2025, as amended (the " Definitive Agreement "). Colossus Brazil holds a 75% interest in Serra Pelada - Companhia de Desenvolvimento Mineral (" SPCDM "), which holds all right, title and interest in and to the mining rights, concessions and other assets comprising the Serra Pelada Gold - PGM project in Pará State, Brazil (the " Serra Pelada Project "). Exercise of the Option Helius has delivered to Colossus the written notice required under the Definitive Agreement confirming its exercise of the Option (the " Exercise Notice ").
The delivery of the Exercise Notice represents the Company's commitment to acquire the Purchased Interests from Colossus, subject to the satisfaction of the closing conditions set out in the Definitive Agreement (the " Transaction Closing "). Satisfaction of Escrow Release Conditions and Conversion of Subscription Receipts In connection with the exercise of the Option, the Company is also pleased to announce that it has satisfied the escrow release conditions (the " Escrow Release Conditions ") related to the brokered private placement offering of 832,150 units of the Company (each, a " Unit ") and 12,481,850 subscription receipts of the Company (each, a " Subscription Receipt " and, together with the Units, the " Offered Securities "), at a price per Offered Security of $3.00 for aggregate gross proceeds of $39,942,000 (the " Offering "), which Offering was completed on February 5, 2026. Upon satisfaction of the Escrow Release Conditions, the net proceeds from the Subscription Receipts together with all accrued interest and income thereon, net of the commission and expenses payable to Beacon Securities Limited, as agent, in the amount of $891,941.98 and the fees of Computershare Trust Company of Canada (the " Subscription Receipt Agent "), have been released to the Company by the Subscription Receipt Agent.
Each Subscription Receipt has automatically converted into one Unit. Each Unit consists of one common share of the Company (each a " Common Share ") and one-half of one Common Share purchase warrant (each whole warrant, a " Warrant "). Each Warrant is exercisable to acquire one Common Share at a price of $4.50 per Common Share for an exercise period of 3 years from the date of issuance.
If the daily volume-weighted average price of the Common Shares on the TSXV is at or above $6.75 for 20 consecutive trading days, the Company may accelerate the expiry of the Warrants by issuing a news release to that effect, in which case the Warrants will expire 30 days following the date of such news release. The Company intends to use the net proceeds from the Subscription Receipts to satisfy the remaining Transaction Closing conditions, complete the acquisition of the Purchased Interests, and advance exploration and development of the Serra Pelada Project, as well as for working capital and general corporate purposes. Next Steps The Company continues to advance all workstreams necessary to complete the Transaction Closing, ongoing liability resolution negotiations, and compliance with the conditions established by the Agência Nacional de Mineração for the Serra Pelada Mining Concession.
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