VISIBLE GOLD MINES ANNOUNCES SALE OF PROPERTIES TO FOKUS MINING CORPORATION FOR CONSIDERATION VALUE OF $3 MILLION

ROUYN-NORANDA, QC, Aug. 12, 2025 /CNW/ - Visible Gold Mines Inc. (the "Corporation") (TSXV: VGD) (FRANKFURT: 3V41) is please to announce that it has entered into an asset purchase agreement dated August 11, 2025 (the "Agreement") with Fokus Mining Corporation ("Fokus") (TSXV: FKM) to sell its 100% interest in six properties, namely the Cadillac Break, Lucky Break, Silidor, Stadacona, Wasa Creek, and Wasa East projects, and a 40% interest in one property, the Capricorn project, all located along the Cadillac-Larder Lake Fault near the town of Rouyn-Noranda in the province of Québec, Canada (collectively, the "Properties").

Pursuant to the terms of the Agreement, in consideration for the acquisition of the Properties, Fokus shall pay to the Corporation a total consideration of approximately $3,000,000, consisting of (i) the payment of $750,000 in cash on the closing of the Transaction (as defined below), (ii) the issuance at closing of the Transaction of common shares of Fokus, having a value of $1,500,000 (the "Consideration Shares"), with such number of Consideration Shares to be determined based on the volume-weighted average trading price of the common shares of Fokus on the facilities of the TSX Venture Exchange (the "TSXV") for the five business days immediately preceding the closing date, subject to the issuance of a minimum of 10,000,000 Consideration Shares and a maximum of 12,500,000 Consideration Shares; and (iii) the payment of an additional amount of $750,000 in cash on the date that is three months following the closing date of the Transaction (the "Transaction").

The closing of the Transaction is expected to occur on or before September 30, 2025.  Both Fokus and the Corporation were dealing at arm's length at the time the Transaction was agreed, and no finder's fee or commission are payable in connection with the Transaction. The Transaction and the Agreement are subject to regulatory approval, including that of the TSXV. The Corporation may be required to obtain shareholder approval for the Transaction, as it could constitute the sale of more than 50% of its assets under TSXV rules and policies.  

Forward-Looking Statements

This news release contains statements that may constitute "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information may include, among others, statements regarding the future plans, costs, objectives or performance of the Corporation, or the assumptions underlying any of the foregoing. In this news release, words such as "may", "would", "could", "will", "likely", "believe", "expect", "anticipate", "intend", "plan", "estimate" and similar words and the negative form thereof are used to identify forward-looking statements. Forward-looking statements should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. No assurance can be given that any events anticipated by the forward-looking information will transpire or occur, including if the Transaction will occur, or if does when the closing date will occur, if regulatory approval will be obtained for each of the Corporation and Fokus. Forward-looking information is based on information available at the time and/or management's good-faith belief with respect to future events and are subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond the Corporation's control. These risks, uncertainties and assumptions include, but are not limited to the risks, uncertainties and assumptions described under "Financial risk management objectives and policies" and "Risk and Uncertainties" in the Corporation's Annual Report for the fiscal year ended July 31, 2024, a copy of which is available on SEDAR+ at www.sedarplus.ca, and could cause actual events or results to differ materially from those projected in any forward-looking statements. The Corporation does not intend, nor does it undertake any obligation, to update or revise any forward-looking information contained in this news release to reflect subsequent information, events or circumstances or otherwise, except if required by applicable laws.

About Visible Gold Mines Inc.

Visible Gold Mines is a corporation focused on gold in the prolific Abitibi Gold Belt and the James Bay region in the province of Quebec. Visible Gold Mines has 37,155,164 common shares outstanding.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of the release.

Website: www.visiblegoldmines.com

SOURCE Visible Gold Mines Inc.

For further information, please contact: Martin Dallaire, President and Chief Executive Officer, Telephone: [phone], Fax: [phone], Cell: 819-763-6663, E-mail: [email protected]