Announcement • Jun 04
Sterling Metals Corp. (TSXV:SAG) entered into a definitive agreement to acquire QcX Gold Corp. (TSXV:QCX) for approximately CAD 5.5 million. Sterling Metals Corp. (TSXV:SAG) entered into a definitive agreement to acquire QcX Gold Corp. (TSXV:QCX) for approximately CAD 5.5 million on June 1, 2026. The consideration consists of 4.7 million common equity of Sterling Metals Corp. at a ratio of 0.255703 per common equity of QcX Gold Corp. The consideration consists of options of Sterling Metals Corp. having a value of CAD 8.26 million to be issued for common equity of QcX Gold Corp. As part of consideration, CAD 8.26 million is paid towards common equity of QcX Gold Corp. On closing of the Transaction, the Company’s board of directors is expected to be comprised of four members from the current directors including Albert Contardi, Chief Executive Officer of QcX, who is expected to be appointed to the board.
On closing of the Transaction, the Company’s board of directors is expected to be comprised of four members from the current directors including Albert Contardi, Chief Executive Officer of QcX, who is expected to be appointed to the board.
The transaction is expected to close shortly thereafter, subject to court approvals and other customary closing conditions. In addition to shareholder and court approvals, the Transaction is also subject to, among other things, obtaining customary regulatory approvals including applicable court and approval of the TSXV. The Transaction has been unanimously approved by the boards of directors of Sterling and QcX. The QcX board of directors is unanimously recommending that QcX shareholders vote in favour of the Transaction.
Irwin Lowy LLP acted as legal advisor for Sterling Metals Corp. Aird & Berlis LLP acted as legal advisor for QcX Gold Corp. New Risk • May 02
New major risk - Financial position The company has less than a year of cash runway based on its current free cash flow trend. Free cash flow: -CA$352k This is considered a major risk. With less than a year's worth of cash, the company will need to raise capital or take on debt unless its cash flows improve. This would dilute existing shareholders or increase balance sheet risk. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-CA$352k free cash flow). Shares are highly illiquid. Shareholders have been substantially diluted in the past year (185% increase in shares outstanding). Revenue is less than US$1m. Market cap is less than US$10m (CA$5.73m market cap, or US$4.21m). Announcement • Apr 30
QcX Gold Corp. (TSXV:QCX) entered into a definitive agreement to acquire portfolio of mineral claims located in Ontario for CAD 0.30 million. QcX Gold Corp. (TSXV:QCX) entered into a definitive agreement to acquire portfolio of mineral claims located in Ontario for CAD 0.30 million on April 14, 2026. Under the terms of the agreement, the QcX Gold will acquire the property for total consideration of CAD 0.05 million in cash and the issuance of 1 million common shares, subject to customary approvals including acceptance by the TSX Venture Exchange.