Defiance Silver to Acquire Green Earth Metals

Defiance Silver has entered a non-binding letter of intent (LOI) to acquire Green Earth Metals Inc. (GEMS), a privately company with a portfolio of exploration assets in Mexico. This proposed transaction would allow Defiance to acquire all issued and outstanding shares of GEMS, strengthening its presence in Mexico.

GEMS is based in British Columbia and holds rights to three copper-gold-silver-molybdenum projects in the Sonoran Desert porphyry copper belt. These projects span over 6,700ha and are already permitted for drilling, presenting Defiance with a ready-to-explore pipeline of high-quality assets. The properties lie near Alamos Gold’s Mulatos Mine, positioning Defiance strategically in a jurisdiction that also hosts world-class copper deposits such as Cananea.

Chris Wright, Chairman and CEO, Defiance Silver, emphasized that this acquisition aligns with the company’s strategy of developing top-tier mining projects. He noted that GEMS’ team brings extensive experience in mine finance and global exploration and welcomed them as new shareholders. According to Wright, acquiring drill-ready copper-gold-silver projects in such a productive jurisdiction enhances Defiance’s asset base and exploration outlook. It also reinforces the company’s commitment to building long-term value for shareholders.

The GEMS portfolio includes the Victoria, Espiritu, and Los Ocotes projects. These are located near the La India Mine operated by Agnico Eagle, Alamos Gold’s Mulatos Mine, Pan American Silver’s Dolores Mine, and Grupo Mexico’s Cananea and La Caridad operations. While this proximity suggests promising mineral potential, Defiance clarified that neither the company nor its qualified personnel have independently verified technical data related to these neighboring mines, and such information should not be considered indicative of mineralization on the GEMS properties.

Extensive sampling and historical exploration on the GEMS projects point to large-scale hydrothermal copper-gold systems, with the Victoria Project standing out as a drill-ready asset. Located within the Sonora mining district, the Victoria Project comprises two mineral claims totaling 1,795.22ha. It sits within the prolific Sonoran Desert porphyry copper belt and displays geological indicators consistent with porphyry-style copper-molybdenum-gold mineralization, including stockwork, breccia zones, and phyllic alteration. Defiance plans to launch a diamond drilling campaign to explore these targets further.

The Espiritu Project, covering 2,711ha near Sahuaripa, Sonora, shows early signs of a large mineralized hydrothermal system but remains underexplored. It lies approximately 100km from several major mining operations. The third property, Los Ocotes, is a 2,283ha polymetallic vein project situated within the same regional trend.

Under the terms of the LOI, Defiance proposes to issue common shares in exchange for all outstanding GEMS shares, based on a ratio of one Defiance share for every 4.52 GEMS shares. This equates to approximately 4,954,613 Defiance shares being issued at a price of CA$0.255 (US$0.186) per share, valuing the transaction at CA$1.25 million, excluding the impact of any concurrent convertible debenture financing. Once the transaction is completed, GEMS will become a wholly owned subsidiary of Defiance Silver.