Canuc Acquires MacDonald Mines Canuc Resources Corporation (TSXV: CDA) (QTCQB: CNUCF) (“ Canuc”) and Macdonald Mines Exploration Ltd. (“ Macdonald Mines ”) are pleased to announce the completion of the previously announced arrangement (“ Arrangement”) whereby Canuc has acquired all of the
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FOR IMMEDIATE RELEASE TSX-V: CDA | CNUCF | WKN: A14 ZX4
May 8, 2025 Shares Outstanding: 160,006,150
ISIN: CA1389093040
Canuc Acquires MacDonald Mines
Canuc Resources Corporation (TSXV: CDA) (QTCQB: CNUCF) (“ Canuc”) and Macdonald
Mines Exploration Ltd. (“ Macdonald Mines ”) are pleased to announce the completion of the
previously announced arrangement (“ Arrangement”) whereby Canuc has acquired all of the
issued and outstanding shares of Macdonald Mines (the “Macdonald Mines Shares”), subject to
delivery of post-closing documentation to TSXV and final TSXV acceptance.
The Arrangement results in Canuc acquiring 100% of Macdonald Mines Shares and a successor
entity to Macdonald Mines becoming a wholly owned subsidiary of Canuc , such that all of the
assets and liabilities of Macdonald Mines are now beneficially owned by Canuc . Pursuant to the
Arrangement, Canuc issued an aggregate of 7 3,768,343 shares and shareholders of Macdonald
Mines received 1.497 Canuc shares for each Macdonald Mines Share (the “Exchange Ratio”),
including approximately 1,796,400 Canuc shares issued as a result of the recent exercise of an
aggregate of 1,200,000 BMK warrants.
“Significant opportunities and synergies accrete to both Canuc Resources and MacDonald Mines
shareholders from this acquisition. The SPJ Project, currently held by MacDonald Mines, spans
more than 19, 710 hectares (~200 km 2) in east Sudbury, one of Canada’s most storied mining
jurisdictions which has contributed to Canada’s national wealth over three separate centuries and
through two world wars. The San Javier Project, held by Canuc, is located in Sonora State Mexico,
in an area that has supported small scale artisanal silver, gold, copper and anthracite mining for
over 200 years, and which has not yet been comprehensively explored with modern technologies
or considered with present day models of ore genesis.”
“The prospect of delivering new discoveries in premier extractive jurisdictions by application of
modern AI enhanced geological modelling , and also, concurrently, of developing cash flow
opportunities from abandoned mine tailings and old mine workings, gives us great confidence in
our ‘go forward’ strategy. We anticipate being able to provide meaningful shareholder updates in
the months ahead ,” said Christopher Berlet BSc (Mining), CFA, President & CEO of Canuc
Resources Corp.
Outstanding options and warrants of Macdonald Mines may be exercised in accordance with their
respective terms into shares of Canuc at the Exchange Ratio, representing approximately 2,867,504
Canuc shares issuable on exercise of outstanding BMK options and an aggregate of 14,970,000
Canuc shares issuable on exercise of outstanding BMK warrants. On April 3, 2025 and April 22,
2025, an aggregate of 1,200,000 BMK warrants were exercised and Canuc has issued an aggregate
of 1,796,400 shares at the Exchange Ratio in satisfaction of the exercise of an aggregate of
1,200,000 BMK warrants.
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About MacDonald Mines Exploration Ltd.
Founded in 1935, MacDonald Mines Exploration Ltd. was a mineral exploration company focused
on the evaluation, acquisition, and development of precious and critical metals properties in
Ontario. The company’s flagship project, the 100% owned S cadding, Powerline, Jovan Project
(the “SPJ Project”), spans 19,710 hectares and is situated approximately 40 kilometers northeast
of the prolific Sudbury Mining Camp and near to the extensive infrastructure of the adjacent
Sudbury Mining District.
The SPJ Project encompasses several centers of critical and precious metal mineralization
interpreted to be related to a mineral system that can form IOCG and affiliated critical and precious
mineral deposits. Included within the Project is the historical Scadding Gold Mine and associated
gold mineralized system and gold bearing tailings. Minerals of interest on SPJ include copper (Cu),
gold (Au), cobalt (Co), nickel (Ni) and rare earth elements (REE).
About Canuc
Founded in 1952, Canuc Resources Corporation is a junior resource company focusing on the San
Javier Silver-Gold Project in Sonora State, Mexico. The San Javier Silver-Gold Project evidences
silver, gold and copper mineralization interpreted to be related to a mineral system that can form
silver dominant IOCG and affiliated deposits. The Company also generates cash flow from natural
gas production at its MidTex Energy Project located in Central West Texas, USA where Canuc has
an interest in eight (8) producing natural gas wells and has rights for further in field developments.
For further information please contact:
Canuc Resources Corporation
Chris Berlet: (416) 525 – 6869
Forward Looking Information
This news release contains forward -looking information. All information, other than information of historical fact,
constitute “forward -looking statements” and includes any information that addresses activities, events or
developments that each of Canuc an d/or MacDonald Mines (collectively, the “Corporations”) believes, expects or
anticipates will or may occur in the future .
When used in this news release, the words “estimate”, “project”, “anticipate”, “expect”, “intend”, “believe”,
“hope”, “may” and similar expressions, as well as “will”, “shall” and other indications of future tense, are intended
to identify forward-looking information. The forward-looking information is based on current expectations and applies
only as of the date on which they were made. The factors that could cause actual results to differ materially from those
indicated in such forward -looking information include. Factors such as uncertainties regarding government
regulations could also affect the results. Other risks may be set out in the Corporations respective annual financial
statements, MD&A and other publicly filed documents.
The Corporations caution that there can be no assurance that forward-looking information will prove to be accurate,
as actual results and future events could differ materially from those anticipated in such information. There is
Accordingly, investors should not place undue reliance on forward -looking information. Except as required by law,
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the Corporations do not assume any obligation to release publicly any revisions to forward -looking information
contained in this press release to reflect events or circumstances after the date hereof.
NEITHER THE 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
None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States
Securities Act of 1933, as amended (the “ U.S. Securities Act”), or any state securities laws, and such securities may
not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S.
registration requirements. Any securities issuable in the Arrangement are anticipated to be issued in reliance upon
available exemptions from such registration requirements pursuant to Section 3(a) (10) of the U.S. Securities Act and
applicable exemptions under state securities laws. This news release does not constitute an offer to sell or the
solicitation of an offer to buy any securities.
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