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Arizona Sonoran Acquires Additional Land Necessary to Support the Anticipated Cactus Project Plan

Arizona Sonoran Copper Company Inc. (TSX:ASCU) (“ASCU” or the “Company”), an emerging US-based copper developer, acquired 2,123 acres of private land adjacent to the Cactus Project (see FIGURE 1), comprised of 2,043 acres from a consortium of related private corporate landowners (collectively, the “Consortium Land”) and completed on August 29, 2025, plus an additional 80-acre parcel (the “80-acre Parcel”) acquired from a single private corporate landowner on June 27, 2025. The Consortium Land together with the 80-acre Parcel (collectively, the “Purchased Lands”) are expected to provide the additional acreage necessary to support the anticipated development and operations plan for the Cactus Project, including the solvent extraction/electrowinning (“SX/EW”) plant infrastructure, leach pads and waste rock stockpiles (collectively, the “Project Plan”). All dollar amounts are in U.S. currency unless specified otherwise.

Highlights:

  • Purchased Lands include all of the surface rights and all mineral rights held by the vendors
  • Cactus Project consolidated land package now encompasses 7,843 acres
    • expected to meet supporting land requirements for the anticipated Project Plan
    • the Purchased Lands provide operational flexibility to support potential development of any incremental mineralization identified by future exploration and/or existing primary sulphide mineralization at the Cactus Project
  • Average purchase price of approximately $49,200 per acre
    • ~6% of aggregate purchase price paid on closing, partially with ASCU common shares
    • payment of balance deferred over next 4 years under vendor carry back loans on favorable terms (collectively, as further described below, the “Vendor Loans”)
      • ~16% over next 3 years, with substantially equal amounts in each of 2026, 2027 and 2028, partially payable in ASCU common shares
      • remaining ~78% (plus accrued interest) due by August 29, 2029
      • unrestricted pre-payment rights with no penalty
      • average interest rate of 6% per annum, accruing and capitalized annually, and payable on maturity
  • Project financing, planned as early as Q4/2026, with the intention to pre-pay the consortium Vendor Loans in full prior to maturity

See below for a detailed summary of principal transaction terms for the Purchased Lands.

George Ogilvie, ASCU President and CEO, “During the ongoing advancement of the pending Pre-Feasibility Study, it became evident that while the necessary water and mineral rights were in place, once the estimated mine life extended past year 15, additional acreage for eventual surface operations would be needed. We foresaw this potential and contemplated the acquisition of approximately 2,000 acres of additional private land within the 2024 Preliminary Economic Assessment. With the addition of the Purchased Lands, contiguous to the Cactus Project and of corresponding scale, we believe that all land requirements are now in place to support the anticipated Project Plan, including a significant heap-leach and SX/EW copper cathode operation. The acquisition of this land package consequently represents a major de-risking event for the Cactus Project, as well as providing additional real estate to potentially pursue development of the primary sulphide deposits and future exploration opportunities, within the previously held project properties. Additionally, the favorable structure, cost of capital, pre-payment rights and other principal terms of these land purchases, provide a financially manageable path forward for the Company and the Cactus Project through the remaining studies to project financing and an eventual final investment decision as early as Q4/2026. With the completion of these acquisitions, the overall average cost-per-acre of the Cactus Project private land package now stands at approximately $23,000, quite favourable considering the extent of the contiguous acreage of private lands acquired adjacent to the developing Casa Grande industrial area, and which includes the Parks/Salyer and Cactus deposits. This well-timed execution of the opportunity to purchase a contiguous 2,123-acre land package from known, local private property owners, is clearly a positive step forward for the Cactus Project. We welcome the Consortium Vendors as new supportive shareholders of the Company and as key stakeholders in the Cactus Project.”

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