Dieppe, New Brunswick--(Newsfile Corp. - July 9, 2026) - Colibri Resource Corporation (TSXV: CBI) ("Colibri" or the "Company") is pleased to announce that it has entered into a definitive Arm's Length purchase and sale agreement, dated July 8th, 2026 with Tocvan Ventures Corp. (CSE: TOC) ("Tocvan"), pursuant to which Tocvan has agreed to acquire Colibri's remaining 49% interest in the Pilar Gold & Silver Project ("Pilar") located in Sonora, Mexico.
The transaction is expected to significantly strengthen Colibri's financial position while allowing shareholders to retain long-term exposure to the Pilar Project through the retained 1% Net Smelter Return ("NSR") royalty. The proceeds are expected to provide the Company with increased financial flexibility to advance its wholly owned EP Gold Project and broader exploration portfolio in Sonora, while continuing to evaluate additional exploration and development opportunities to enhance shareholder value.
Under the terms of the agreement, Colibri will receive total cash consideration of C$3.6 million comprised of:
C$2.0 million payable upon closing; and
C$1.6 million payable twelve (12) months following closing.
In addition, Colibri will retain a 1.0% Net Smelter Return ("NSR") royalty on the Pilar Project. Tocvan will retain the right to repurchase the NSR for a one-time cash payment of C$1.0 million.
Closing of the transaction remains subject to customary closing conditions, including completion of the required Mexican transfer documentation and TSX Venture Exchange approval. The parties currently anticipate closing the transaction shortly following satisfaction of the closing conditions.
No finder's fees are payable in connection with the transaction.
Ian McGavney, President, CEO and Director of Colibri, stated:
"We believe this transaction represents a compelling outcome for Colibri shareholders. The agreement unlocks significant value from our minority interest in Pilar, substantially strengthens the Company's financial position without shareholder dilution, while allowing Colibri shareholders to maintain long-term exposure to Pilar through the retained royalty interest.
Most importantly, the transaction allows Colibri to focus its financial and technical resources on advancing its wholly owned EP Gold Project and broader exploration portfolio in Sonora while maintaining long-term exposure to Pilar through the retained royalty. We believe this creates a strong foundation for the Company's next phase of growth."
About the EP Gold Project