Vancouver, B.C. – July 29, 2025 – TheNewswire - Armory Mining Corp. (CSE: ARMY) (OTC: RMRYF) (FRA: 2JS) (the "Company" or "Armory") a resource exploration company focused on the discovery and development of minerals critical to the energy, security and defense sectors, is pleased to announce the closing of the previously announced assignment agreement (the “Assignment Agreement”) with 1321968 BC Ltd. (“1321968”), Northex Capital Partners Inc. (“Northex”), and Tidal Gold Corp. (“Tidal” together with Northex, the “Optionors”). Pursuant to the Assignment Agreement, 1321968 assigned the Company its option (the “Option”) to acquire from the Optionors a 100% interest in certain mineral claims located in Haida Gwaii, British Columbia, which will form part of the Company’s Riley Creek Project.
In consideration for the assignment of the Option, the Company agreed to issue an aggregate of 10,100,000 common shares in the capital of the Company to the shareholders of 1321968 and the Optionors. In connection with the closing, the Company issued an aggregate of 9,000,000 common shares today, is expected to issue an aggregate of 500,000 common shares tomorrow and will issue an aggregate of 600,000 common shares on or around February 1, 2026, to the shareholders of 1321968 and the Optionors all as follows:
Share Issuance Date |
No. of Shares: |
Issuable to: |
July 29, 2025 (today) |
500,000 500,000 8,000,000 |
Tidal Northex Shareholders of 1321968 |
July 30, 2025 |
200,000 200,000 100,000 |
Tidal Northex Shareholder of 1321968 |
February 1, 2026 |
250,000 250,000 100,000 |
Tidal Northex Shareholder of 1321968 |
Total: |
10,100,000 |
To exercise the Option to acquire a 100% interest in the mineral claims comprising the Riley Creek Project, the Company is required to: (i) incur $50,000 of exploration expenditures on the project on or before October 31, 2025; and (ii) pay the Optionors an additional cash sum of $100,000 on or before October 31, 2026. If the Option is exercised, the Company’s 100% interest in the Riley Project will be subject to a 2.0% net smelter returns royalty granted to the Optionors. The Company will maintain the right, at any time, to purchase 1.0% of the net smelter returns royalty (leaving the Optionors with a 1.0% net smelter returns royalty) for a one-time payment of $500,000.
All common shares of the Company issuable pursuant to the Assignment Agreement are or will be subject to a statutory four month hold from the date of issuance.
Disposition of the Kaslo Silver Property
The Company also announces that it has completed its previously announced sale of its Kaslo Silver Property to 2724898 Alberta Inc. (“2724898”) pursuant to an agreement (the “Kaslo Agreement”). The obligations underlying the existing 2.5% net smelter return royalty on the Kaslo Silver Project were also assumed by and transferred to 2724898 as part of the sale.
Pursuant to the Kaslo Agreement, as consideration for the purchase of the Kaslo Silver Project from the Company, 2724898 paid $100,000 in cash (which amount was received and previously advanced by 2724898 to the Company as a loan) and issued 1,500,000 common shares of 2724898 at a deemed price of $0.20 per share to the Company. The shares of 2724898 issued to the Company are subject to voluntary resale restrictions such that 500,000 shares and 1,000,000 shares cannot be sold, assigned, transferred or pledged for a period of 12 months and 24 months, respectively, from the date that the shares or any equivalent securities exchanged for the shares are listed on a recognized stock exchange.
About Armory Mining Corp
Armory Mining Corp. is a Canadian exploration company focused on minerals critical to the energy, security and defense sectors. The Company controls an 80% interest in the Candela II lithium brine project located in the Incahuasi Salar, Salta Province, Argentina and a 100% interest in the Riley Creek antimony-gold project located in Haida Gwaii, British Columbia, and an option to acquire a 100% interest in the Ammo antimony-gold project located in Nova Scotia.
Contact Information
Alex Klenman
CEO
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Neither the Canadian Securities Exchange nor its Market Regulator (as the term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy of accuracy of this news release.
Forward-looking statements
Certain information contained herein constitutes “forward-looking information” under Canadian securities legislation. Forward-looking information includes, but is not limited to, the Company’s closing of the transaction contemplated by the Assignment Agreement, the shares issuable under the Assignment Agreement and anticipated timing thereof. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “anticipates”, “believes”, “anticipated” “expected” “intends” “will” or variations of such words and phrases or statements that certain actions, events or results “will” occur. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and they are from those expressed or implied by such forward-looking statements or forward-looking information subject to known and unknown risks, uncertainties and other factors that may cause the actual results to be materially different, including receipt of all necessary regulatory approvals. Although management of the Company have attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. The Company will not update any forward-looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws.