Tincorp Completes Sale of Skukum Gold Project to Blue Jay Gold
Tincorp Completes Sale of Skukum Gold Project to Blue Jay Gold
Vancouver, British Columbia – September 29, 2025 – Tincorp Metals Inc. (“Tincorp” or the
“Company”) (TSXV: “TIN”; OTCQB: “TINFF”) is pleased to announce that it has completed the
previously announced sale (the “Transaction”) of Tincorp’s wholly owned subsidiary, Whitehorse
Gold (Yukon) Corp. (“Whitehorse Gold”) to Blue Jay Gold Corp. (“Blue Jay”), a private reporting
issuer recently spun out of Riverside Resources Inc. The Transaction closed on September 29,
2025. Whitehorse Gold holds a 100% interest in the Skukum Gold Project (the “Project”) located
in Yukon, Canada.
Under the terms of the share purchase agreement between the parties (the “Agreement”), the
total consideration payable by Blue Jay for the acquisition of the shares of Whitehorse Gold was
structured as two payments: (i) at closing, Blue Jay issued 500,000 common shares of Blue Jay
and 250,000 common share purchase warrants (each, a “Warrant”), having an aggregate value
of $300,000; and (ii) $275,000, payable in cash and/or shares at Blue Jay’s election, is to be paid
to Tincorp on the first anniversary of the closing date. Each Warrant entitles the Company to
acquire one additional common share at an exercise price of $0.90 per share for a period of two
years from the date of issuance, subject to certain acceleration provisions. A $25,000 cash
deposit previously advanced by Blue Jay upon execution of the letter of intent has been credited
towards the total purchase price. Blue Jay has also assumed the security demand obligations
related to the Project (the “Security Demand”).
In addition, Blue Jay has agreed to pay an incentive payment comprised of $5 per ounce of gold
equivalent (“AuEq”) in excess of a cumulative total of 2 million ounces AuEq identified on the
Project within 5 years of the closing date of the Transaction, as determined based on an updated
technical report to be prepared in accordance with National Instrument 43-101 – Standards of
Disclosure for Mineral Projects by Blue Jay. The incentive amount payable by Blue Jay will be
paid in cash and/or shares at Blue Jay’s discretion within 90 days of the 5 -year anniversary of
the closing date and is subject to adjustment based on remediation expenditures incurred by Blue
Jay in excess of the amount of the Security Demand.
“The closing of this deal marks a significant step in Tincorp’s continued shift toward pursuing new
growth opportunities,” said Victor Feng, Interim CEO of Tincorp. “We are pleased that the Skukum
Gold Project is in the hands of a company committed to advancing exploration in the Yukon
responsibly. This transaction also gives Tincorp the ability to participate in any future success at
Skukum through our prospective equity position in Blue Jay, which is expanding its portfolio of
gold projects in Ontario and now the Yukon.”
About Tincorp
Tincorp Metals Inc. is a mineral exploration company focused on tin projects in Bolivia. The
Company owns 100% of its Porvenir Project and has signed an agreement to acquire a 100%
interest in the nearby SF Project, both located 70 km southeast of Oruro, Bolivia.
Tincorp Metals Inc.
1750 - 1066 West Hastings Street
Vancouver, BC, Canada V6E 3X1
Telephone: (604) 336-5919
www.tincorp.ca
On Behalf of Tincorp Metals Inc.
signed “Victor Feng”
Victor Feng, Interim CEO
For further information, please contact:
Victor Feng
Interim CEO
Phone: +1 (604)-336-5919
Email: [email protected]
www.tincorp.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined
in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this news release.
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking statements and forward-looking information
(collective, “forward looking statements”) within the meaning of applicable Canadian and U.S.
securities legislation. All statements, other than statements of historical fact included in this
release, including, without limitation, statements regarding the completion of the Transaction the
expected benefits of the Transaction to Tincorp; future exploration and acquisition activities; the
potential future payment of an incentive amount by Blue Jay; the advancement of Tincorp’s
Bolivian assets and pursuit of new growth opportunities; and Tincorp’s potential future
participation in the Project through an equity interest in Blue Jay are forward-looking statements.
Estimates of Mineral Reserves and Mineral Resources are also forward-looking information
because they incorporate estimates of future developments including future mineral prices, costs
and expenses and the amount of minerals that will be encountered if a property is developed.
Forward-looking statements are often, but not always, identified by words or phrases such as
“expects”, “is expected”, “anticipates”, “believes”, “plans”, “projects”, “estimates”, “assumes”,
“intends”, “strategies”, “targets”, “goals”, “forecasts”, “objectives”, “budgets”, “schedules”,
“potential” or variations thereof or stating that certain actions, events or results “may”, “could”,
“would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and
similar expressions. Forward-looking statements are based on the opinions, assumptions, factors
and estimates of management considered reasonable at the date the statements are made. The
opinions, assumptions, factors and estimates which may prove to be incorrect, include, but are
not limited to: that the Company will be able to obtain and maintain governmental approvals,
permits and licenses in connection with its current and planned operations, development and
exploration activities, including at the Project.
Forward-looking statements involve known and unknown risks, uncertainties and other factors
which may cause the actual results, performance or achievements of the Company to differ
materially from any future results, performance or achievements expressed or implied by the
forward-looking information. Forward-looking information is provided herein for the purpose of
giving information about the Transaction referred and its expected impact. Readers are cautioned
that such information may not be appropriate for other purposes. Although the Company has
attempted to identify important factors that could cause actual actions, events or results to differ
from those described in forward-looking statements, there may be other factors that cause such
actions, events or results to differ materially from those anticipated. There can be no assurance
that forward-looking statements will prove to be accurate and accordingly readers are cautioned
not to place undue reliance on forward-looking statements.
Readers are cautioned not to place undue reliance on forward-looking statements. The Company
undertakes no obligation to update any of the forward-looking statements in this news release or
incorporated by reference herein, except as otherwise required by law.
Additional information in relation to the Company, including the Company’s most recent
management discussion & analysis, can be obtained under the Company’s profile on SEDAR+
at www.sedarplus.ca and on the Company’s website at www.tincorp.com.
CAUTIONARY NOTE TO US INVESTORS
The technical and scientific information contained herein has been prepared in accordance with
NI 43-101, which differs from the standards adopted by the U.S. Securities and Exchange
Commission (the “SEC”). Accordingly, the technical and scientific information contained herein,
including any estimates of mineral reserves and mineral resources, may not be comparable to
similar information disclosed by U.S. companies subject to the disclosure requirements of the
SEC.