Midasco Capital Corp. Completes Acquisition of Tungsten and Critical Metals Project from Ridgeline Minerals
(TheNewswire)
Midasco Capital Corp. Announces Name Change to SpartanMetals Corp.
Vancouver, Canada – TheNewswire - July 31, 2025 –Ridgeline Minerals Corp. (“Ridgeline”) (TSX-V: RDG | OTCQB: RDGMF |FRA: 0GC0) and Midasco Capital Corp. (“Midasco”) (TSX-V:MGC-H) are pleased to announce that they have completed the previouslyannounced arm’s length sale and purchase of Spartan ExplorationNevada Corporation (“Spartan”) in accordance with the terms of ashare purchase agreement dated June 2, 2025 (the “Agreement”). Onclosing, Midasco acquired 100% of the issued and outstanding shares ofSpartan, an entity which holds 244 lode mineral claims located inWhite Pine County, Nevada which are referred to as the Eagle Property(the “Property”) (Figure 1).
The Eagle Property is a tungsten-copper porphyry and skarn systemwhich hosts one of the highest-grade past producing tungsten districtsin the United States with the Tungstonia and Rees mine operationsproducing a reported 8,352 tonnes of tungsten trioxide at averagegrades of 0.6-1.0% between 1917-19561. The Property also exhibits significantconcentrations of rubidium, copper, silver, antimony as well as lesserlead and zinc, which is interpreted as part of the larger metalzonation pattern of the porphyry system across the district.
In accordance with the terms of the Agreement onclosing, Midasco issued Ridgeline 5,830,466 of its common shares (the“Midasco Shares”) representing 19.9% of Midasco’s total issued andoutstanding shares. In addition, on the one-year anniversary of theclosing date, Midasco will issue Ridgeline additional Midasco Sharesequal to the lesser of: (i) 5,000,000; and (ii) such number of MidascoShares as would result in Ridgeline’s holding 19.9% of Midasco’stotal issued and outstanding shares.
Ridgeline has also been granted a 1% net smelter returnroyalty on the Property as well as on any additional ground stakedwithin a 2-mile area of interest around the Property.
In connection with the transaction, Midasco had itslisting reactivated by the TSX Venture Exchange (the “Exchange”) and isnow a Tier 2 mining issuer.
In addition, Midasco announces that it has changed itsname to “Spartan Metals Corp.” It is anticipated that theMidasco Shares will begin trading on the Exchange under its new nameand ticker symbol “W” on or about August 5, 2025. The ISIN/CUSIPfor Spartan Metals Corp. is: CA8468111072/846811107.
The MidascoShares issued to Ridgeline are subject to a four-month hold period inaccordance with applicable securities laws. In addition, theMidasco Shares are subjectto a contractual restriction on transfer for a period of 12 monthsending August 31, 2026with 1/12th of the securities being released to Ridgeline on eachone-month anniversary of the closing date, subject to acceleration atthe sole discretion of the Midasco.
Early Warning
Upon closing of the acquisition, Ridgeline acquired anaggregate of 5,830,466 Midasco Shares, representing approximately19.9% of the issued and outstanding Midasco Shares on a non-dilutedbasis. Immediately prior to the completion of the acquisition,Ridgeline did not have ownership of, or exercise control and directionover, any Midasco Shares. The consideration paid by Ridgeline for theMidasco Shares consisted of all of the issued and outstanding commonshares in the capital of Spartan. Ridgeline is acquiring the MidascoShares for investment purposes. Ridgeline may, from time to time, takesuch actions in respect of its holdings insecurities of Midasco as they may deem appropriate in light of thecircumstances then existing, including the purchase of additionalMidasco Shares or other securities of Midasco or the disposition ofall or a portion of its security holdings in Midasco, subject in eachcase to applicable securities laws and the terms of suchsecurities.
Pursuant to National Instrument 62-103 - The Early Warning System and RelatedTake-Over Bid and Insider Reporting Issues,following the closing of the private placement, Ridgeline will file anearly warning report in respect of the acquisition of Midasco Shareswith the applicable Canadian securities regulators, copies of whichwill be available under Midasco’s profile at www.sedarplus.ca.Following closing of the acquisition, a copy of the early warningreport relating to the acquisition of Midasco Shares can be obtainedby contacting Chad Peters, CEO of Ridgeline, at Suite 1650 – 1066West Hastings Street, Vancouver, British Columbia V6E 3X1. Midasco’shead office is located at 228 - 1122 Mainland St., Vancouver, BritishColumbia, V6B 5L1.
Figure 1: Mapshowing the location of the Rees and Tungstonia claim blocks, whichcollectively form the Eagle Project, located in White Pine County,Nevada.
Click Image To View Full Size
On behalf of the Board of Spartan
“William Pettigrew”
CEO
Further Information:
William Pettigrew
Chief Executive Officer
Spartan Metals Corp.
+1
604-313-8585
wcpettigrew@icloud.comOn behalf of the Board of Ridgeline
“Chad Peters”
President & CEO
Further Information:
Chad Peters, P.Geo.
President, CEO & Director
Ridgeline Minerals Corp.
+1 775-304-9773
cpeters@ridgelineminerals.com
About Spartan Metals Corp.
Spartan Metals is focused on developing critical minerals projects
in top-tier mining jurisdictions in the Western United States, with an
emphasis on building a portfolio of diverse strategic defense minerals
such as Tungsten, Rubidium, Antimony, Bismuth, and Arsenic.
Spartan’s flagship project is the Eagle Project in eastern Nevada
that consists of the highest-grade historic tungsten resource in the
USA (the past-producing Tungsonia Mine) along with significant
under-defined resources consisting of: high-grade rubidium; antimony;
bismuth; indium; as well as precious and base metals. More information
about Spartan Metals can be found at www.SpartanMetals.com
Neither the TSX Venture Exchange nor
its Regulation Service Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this press release
Cautionary Note regarding Forward
Looking Statements
Statements contained in this press
release that are not historical facts are “forward-looking
information” or “forward-looking statements” (collectively,
“Forward-Looking Information”) within the meaning of applicable
Canadian securities legislation. Forward-Looking Information includes, but is not limited to, the completion of the Proposed Transaction, the Reactivation, the
Company’s name and ticker change, and the timing thereof and all
other statements that are not historical in nature. The words
“potential”, “anticipate”, “meaningful”, “discovery”, “forecast”, “believe”, “estimate”, “expect”, “may”, “will”, “project”, “plan”, “historical”, “historic” and similar expressions are intended to be
among the statements that identify Forward-Looking Information.
Forward-Looking Information involves known and unknown risks, uncertainties and other factors which may cause the actual results to be materially different
from any future results expressed or implied by the Forward-Looking
Information. In preparing the Forward-Looking Information in this news
release, Midasco and Ridgeline have applied several material
assumptions, including, but not limited to, assumptions that
Exchange approval for the Proposed Transaction and the
Reactivation will
be granted in a timely manner; the Company’s corporate activities
will proceed as expected; that general business and economic conditions will not change in a materially adverse
manner; and that all requisite information will be available in a timely manner. Forward-Looking Information involves known and
unknown risks, uncertainties and other factors which may cause
the actual results, performance, or
achievements of Midasco or Ridgeline to be materially different from
any future results, performance or achievements expressed or implied by the Forward-Looking Information. Such risks and other factors include, among others, risks related to dependence on key
personnel; risks related to unforeseen delays; risks related to
historical data that has not been verified by the Company; as well as
those factors discussed in Ridgeline and Midasco’s public disclosure
record. Although Ridgeline and Midasco has attempted to identify
important factors that could affect them and may cause actual actions,
events, or results to differ materially from those described in Forward-Looking Information,
there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can
be no assurance that Forward-Looking Information 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 Information. Except as required by law, Ridgeline and Midasco
assumes any obligation
to release publicly any revisions to Forward-Looking Information contained in this news release to reflect events or circumstances after the date hereof or
to reflect the occurrence of unanticipated events.
1 Source¹: NBMG Open File Report 91-1 https://epubs.nsla.nv.gov/statepubs/epubs/446833.pdf
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