Heliostar announces closing of acquisition of producing mines and development projects in Mexico

Vancouver, Canada, November 8, 2024 – Heliostar Metals Ltd. (TSX.V: HSTR, OTCQX: HSTXF, FRA: RGG1) (“Heliostar” or the “Company”) is pleased to announce completion of the acquisition of a 100% interest in all of Florida Canyon Gold Inc.’s (“FCGI”) mining assets in Mexico for cash consideration of US$5,000,000 (the “Acquisition” or the “Transaction"). 

The assets include the San Agustin mine (formerly the El Castillo Complex), La Colorada mine, Cerro del Gallo project, and San Antonio project.

As part of the Transaction, Heliostar and FCGI entered into an agreement eliminating the outstanding US$20 million of contingent payments payable by Heliostar to FCGI pursuant to the agreement under which Heliostar previously acquired the Ana Paula project.  Further, up to US$150 million in conditional option payments and the issuance of a 2% net smelter returns royalty on the San Antonio project have been eliminated.

Heliostar CEO, Charles Funk commented, “Through the acquisition of this portfolio, Heliostar has unhedged gold production from multiple assets and strong pipeline for production growth.  The combination of production, production growth, resource expansion and the removal of the US$20 million in milestone payments from Ana Paula establishes Heliostar as a dynamic growth company in 2025 and beyond.  With the Transaction closed, the Company expects to provide 2024 production guidance and present expansion plans of the La Colorada mine in the coming weeks.”

The Acquisition was completed through the purchase of all of the issued and outstanding shares of the FCGI's Mexican subsidiaries, being the shares held by FCGI, directly or indirectly, in each of Minexson S.A. de C.V., Compañía Minera Pitalla S.A. de C.V., Minera Real del Oro S.A. de C.V., Mineral Sud California S.A. de C.V., Kings-San Antón S.A. de C.V. and Timmins GoldCorp Mexico S.A. de C.V., pursuant to a share purchase agreement dated July 16, 2024, between FCGI and Heliostar (the "SPA"). 

Pursuant to the SPA, all cash generated since July 11, 2024, less US$5 million in operating cash flow attributable to FCGI, has been for the benefit of Heliostar. At closing, a minimum of US$2 million net working capital was required to remain in the Mexican corporate entities.

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About Heliostar Metals Ltd.

Heliostar is a gold producer with production from operating mines in Mexico.  This includes the La Colorada Mine in Sonora and San Agustin Mine in Durango.  The Company also has a strong portfolio of development projects in Mexico and the USA.  These include the Ana Paula project in Guerrero, the Cerro del Gallo project in Guanajuato, the San Antonio project in Baja Sur and the Unga project in Alaska, USA.

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FOR ADDITIONAL INFORMATION PLEASE CONTACT:

Charles Funk
President and Chief Executive Officer
Heliostar Metals Limited‬
Email: charles.funk@heliostarmetals.com
Phone: +1 844-753-0045

Rob Grey
Investor Relations Manager
Heliostar Metals Limited‬
Email: rob.grey@heliostarmetals.com
Phone: +1 844-753-0045

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