Strategic financing deepens alignment with industry leader as Quimbaya advances drill-ready Colombian gold portfolio

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Quimbaya Gold Inc. (CSE: QIM) (OTCQB: QIMGF) (FSE: K05) (‘Quimbaya Gold’ or the ‘Company’) is pleased to announce that it intends to complete a non-brokered private placement of up to 5,714,286 units of the Company (each, a ‘Unit’), at a price of C$0.35 per Unit, to raise gross proceeds of up to approximately C$2,000,000 (the ‘Offering’), including a lead order of C$500,000 from Mr. Serafino Iacono, an influential figure in Colombian mining, Co-founder of Gran Colombia Gold Corp. (now Aris Mining Corporation) and Executive Chairman of Denarius Metals Corp.

Each Unit will be comprised of one common share in the capital of the Company (a ‘Share‘) and one common share purchase warrant (a ‘Warrant‘). Each Warrant will entitle the holder to acquire one Share at a price of C$0.60 per Share for a period of 36 months from the issuance date of the Offering. The remaining Units issued under the Offering will be limited to other strategic investors with deep experience in Latin American exploration and project development.

‘Seeing our hard work over the past few years recognized by industry leaders like Serafino Iacono is a real validation of our strategy and our assets,’ said Alexandre P. Boivin, CEO of Quimbaya Gold. ‘With strong exploration results, a drill-ready portfolio, and the right people around the table, we’re incredibly excited about what lies ahead, especially as we prepare to kick off drilling at Tahami South. This is a pivotal moment for Quimbaya, and we’re just getting started.’

Strategic Alignment and Validation

The participation of Mr. Iacono, who played a pivotal role in the revival of the Colombian gold sector, signals high conviction in Quimbaya’s assets and leadership. His investment marks a strong endorsement of the Company’s solid Portfolio and in particular its drill-ready Tahami Project in the Middle Cauca Belt, one of Colombia’s most prolific gold districts.

‘I believe Quimbaya is uniquely positioned at the intersection of geology, timing, and leadership. The team is aligned, the land is exceptional, and in this rising gold environment the moment is now,’ said Mr. Iacono. ‘I’m excited to support a company that understands what it takes to build a real gold story in Colombia.’

The net proceeds raised from the sale of the Units will be used for general exploration expenses and for general working capital purposes. Completion of the Offering is subject to applicable regulatory approvals. All securities issued pursuant to the Offering will be subject to a four-month and one-day hold period in accordance with applicable securities laws. The Offering is expected to close on or about June 6^th 2025.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities of the Company in the United States, nor shall there be any sale of such securities in any State in which such offer, solicitation or sale would be unlawful.

About Quimbaya

Quimbaya aims to discover gold resources through exploration and acquisition of mining properties in the prolific mining districts of Colombia. Managed by an experienced team in the mining sector, Quimbaya is focused on three projects in the regions of Segovia (Tahami Project), Puerto Berrio (Berrio Project), and Abejorral (Maitamac Project), all located in Antioquia Province, Colombia.

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Cautionary Statements

Certain statements contained in this press release constitute ‘forward-looking information’ as that term is defined in applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein are forward-looking information. Generally, but not always, forward-looking statements and information can be identified by the use of forward-looking terminology such as ‘intends’, ‘expects’ or ‘anticipates’, or variations of such words and phrases or statements that certain actions, events or results ‘may’, ‘could’, ‘should’, ‘would’ or ‘occur’. Forward-looking statements herein include statements and information regarding the Offering, including its timing, intended closing date, intended use of proceeds and intended gross proceeds, any expected issuance of the Units or the Shares and Warrants which comprise them, a commitment by any person to purchase Units pursuant to the Offering, receipt by the Company of any applicable regulatory approval, the future plans for the Company, future expectations for the gold sector generally, the Colombian gold sector more particularly, or how global or local market trends may affect the Company, intended exploration on any of the Company’s properties and any results thereof, the strength of the Company’s mineral property portfolio, aims and goals of the Company, and other forward-looking information. Forward-looking information by its nature is based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Quimbaya to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These assumptions include, but are not limited to, that the Offering as described herein will close on terms materially similar to the terms described herein. The future outcomes that relate to forward-looking statements may be influenced by many factors, including but not limited to: future planned development and other activities on the Company’s mineral properties; an inability to finance the Company; obtaining required permitting on the Company’s mineral properties in a timely manner; any adverse changes to the planned operations of the Company’s mineral properties; failure by the Company for any reason to undertake expected exploration programs; achieving and maintaining favourable relationships with local communities; mineral exploration results that are poorer or better than expected; prices for gold remaining as expected; currency exchange rates remaining as expected; availability of funds for the Company’s projects; prices for energy inputs, labour, materials, supplies and services (including transportation); no labour-related disruptions; no unplanned delays or interruptions in scheduled construction and production; all necessary permits, licenses and regulatory approvals are received in a timely manner; the Offering proceeds being received as anticipated; all requisite regulatory and stock exchange approvals for the Offering are obtained in a timely fashion; investor participation in the Offering; and the Company’s ability to comply with environmental, health and safety laws. Although Quimbaya’s management believes that the assumptions made and the expectations represented by such information are reasonable, there can be no assurance that the forward-looking information will prove to be accurate. Furthermore, should one or more of the risks, uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements or information. Readers are cautioned not to place undue reliance on forward-looking information as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Forward-looking information contained in this news release is expressly qualified by this cautionary statement. The forward-looking information contained in this news release represents the expectations of Quimbaya as of the date of this news release and, accordingly, is subject to change after such date. Except as required by law, Quimbaya does not expect to update forward-looking statements and information continually as conditions change.

Neither CSE nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release

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Coelacanth Energy Inc. (TSXV: CEI) (‘Coelacanth’ or the ‘Company’) is pleased to announce its financial and operating results for the three months ended March 30, 2025. All dollar figures are Canadian dollars unless otherwise noted.

(1) See ‘Non-GAAP and Other Financial Measures’ section.

(1) See ‘Oil and Gas Terms’ section.
(2) See ‘Product Types’ section.
(3) See ‘Non-GAAP and Other Financial Measures’ section.

Selected financial and operational information outlined in this news release should be read in conjunction with Coelacanth’s unaudited condensed interim financial statements and related Management’s Discussion and Analysis (‘MD&A’) for the three months ended March 31, 2025, which are available for review under the Company’s profile on SEDAR+ at www.sedarplus.ca.

OPERATIONS UPDATE

Coelacanth has reached a major milestone in its development with the completion of the Two Rivers East facility (the ‘Facility’). The Facility was completed on budget and has moved to the testing and start-up phase. The capacity of the Facility is currently 8,000 boe/d but will be expanded in Q4 2025 to 16,000 boe/d with added compression. We expect production to start flowing imminently from the 5-19 pad and ramp up through the summer. As previously released, the 5-19 pad has 9 wells that tested over 11,000 boe/d ⁽¹⁾ that will be brought on systematically to approach the phase I capacity of the plant prior to further drilling.

Over the next few years, Coelacanth will continue with its business plan that incorporates:

1. Systematically developing the resource using pad development and horizontal multi-frac technology to increase production and maximize cash flow and investment returns.
2. Delineating the lands with vertical and horizontal wells to help in quantifying and understanding the commerciality of its large Montney resource base that includes up to four Montney benches over its 150 contiguous sections of land.
3. Developing and licensing a flexible infrastructure plan that will allow for the resource to be scaled to a much larger production base.

Coelacanth has licensed additional locations on the 5-19 pad, is in the process of licensing additional development pads, delineation locations and additional infrastructure to grow beyond current plant capacity. While commodity prices and available capital will dictate the pace of execution of the business plan, we are very pleased with the results to date and look forward to reporting on new developments as they arise.

(1) See ‘Test Results and Initial Production Rates’ section for more details.

OIL AND GAS TERMS

The Company uses the following frequently recurring oil and gas industry terms in the news release:

Liquids

Natural Gas

Oil Equivalent

Disclosure provided herein in respect of a boe may be misleading, particularly if used in isolation. A boe conversion rate of six thousand cubic feet of natural gas to one barrel of oil equivalent has been used for the calculation of boe amounts in the news release. This boe conversion rate is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.

NON-GAAP AND OTHER FINANCIAL MEASURES

This news release refers to certain measures that are not determined in accordance with IFRS (or ‘GAAP’). These non-GAAP and other financial measures do not have any standardized meaning prescribed under IFRS and therefore may not be comparable to similar measures presented by other entities. The non-GAAP and other financial measures should not be considered alternatives to, or more meaningful than, financial measures that are determined in accordance with IFRS as indicators of the Company’s performance. Management believes that the presentation of these non-GAAP and other financial measures provides useful information to shareholders and investors in understanding and evaluating the Company’s ongoing operating performance, and the measures provide increased transparency to better analyze the Company’s performance against prior periods on a comparable basis.

Non-GAAP Financial Measures

Adjusted funds flow (used)
Management uses adjusted funds flow (used) to analyze performance and considers it a key measure as it demonstrates the Company’s ability to generate the cash necessary to fund future capital investments and abandonment obligations and to repay debt, if any. Adjusted funds flow (used) is a non-GAAP financial measure and has been defined by the Company as cash flow from operating activities excluding the change in non-cash working capital related to operating activities, movements in restricted cash deposits and expenditures on decommissioning obligations. Management believes the timing of collection, payment or incurrence of these items involves a high degree of discretion and as such may not be useful for evaluating the Company’s cash flows. Adjusted funds flow (used) is reconciled from cash flow from operating activities as follows:

Net transportation expenses
Management considers net transportation expenses an important measure as it demonstrates the cost of utilized transportation related to the Company’s production. Net transportation expenses is calculated as transportation expenses less unutilized transportation and is calculated as follows:

Operating netback
Management considers operating netback an important measure as it demonstrates its profitability relative to current commodity prices. Operating netback is calculated as oil and natural gas sales less royalties, operating expenses, and net transportation expenses and is calculated as follows:

Capital expenditures
Coelacanth utilizes capital expenditures as a measure of capital investment on property, plant, and equipment, exploration and evaluation assets and property acquisitions compared to its annual budgeted capital expenditures. Capital expenditures are calculated as follows:

Capital Management Measures

Adjusted working capital
Management uses adjusted working capital (deficiency) as a measure to assess the Company’s financial position. Adjusted working capital is calculated as current assets and restricted cash deposits less current liabilities, excluding the current portion of decommissioning obligations.

Non-GAAP Financial Ratios

Adjusted Funds Flow (Used) per Share
Adjusted funds flow (used) per share is a non-GAAP financial ratio, calculated using adjusted funds flow (used) and the same weighted average basic and diluted shares used in calculating net loss per share.

Net transportation expenses per boe
The Company utilizes net transportation expenses per boe to assess the per unit cost of utilized transportation related to the Company’s production. Net transportation expenses per boe is calculated as net transportation expenses divided by total production for the applicable period.

Operating netback per boe
The Company utilizes operating netback per boe to assess the operating performance of its petroleum and natural gas assets on a per unit of production basis. Operating netback per boe is calculated as operating netback divided by total production for the applicable period.

Supplementary Financial Measures

The supplementary financial measures used in this news release (primarily average sales price per product type and certain per boe and per share figures) are either a per unit disclosure of a corresponding GAAP measure, or a component of a corresponding GAAP measure, presented in the financial statements. Supplementary financial measures that are disclosed on a per unit basis are calculated by dividing the aggregate GAAP measure (or component thereof) by the applicable unit for the period. Supplementary financial measures that are disclosed on a component basis of a corresponding GAAP measure are a granular representation of a financial statement line item and are determined in accordance with GAAP.

PRODUCT TYPES

The Company uses the following references to sales volumes in the news release:

Natural gas refers to shale gas
Oil and condensate refers to condensate and tight oil combined
Other NGLs refers to butane, propane and ethane combined
Oil and NGLs refers to tight oil and NGLs combined
Oil equivalent refers to the total oil equivalent of shale gas, tight oil, and NGLs combined, using the conversion rate of six thousand cubic feet of shale gas to one barrel of oil equivalent.

The following is a complete breakdown of sales volumes for applicable periods by specific product types of shale gas, tight oil, and NGLs:

TEST RESULTS AND INITIAL PRODUCTION RATES

The 5-19 Lower Montney well was production tested for 9.4 days and produced at an average rate of 377 bbl/d oil and 2,202 mcf/d gas (net of load fluid and energizing fluid) over that period which includes the initial cleanup where only load water was being recovered. At the end of the test, flowing wellhead pressure and production rates were stable.

The A5-19 Basal Montney well was production tested for 5.9 days and produced at an average rate of 117 bbl/d oil and 630 mcf/d gas (net of load fluid and energizing fluid) over that period which includes the initial cleanup where only load water was being recovered. At the end of the test, flowing wellhead pressure and production rates were stable.

The B5-19 Upper Montney well was production tested for 6.3 days and produced at an average rate of 92 bbl/d oil and 2,100 mcf/d gas (net of load fluid and energizing fluid) over that period which includes the initial cleanup where only load water was being recovered. At the end of the test, flowing wellhead pressure and production rates were stable.

The C5-19 Lower Montney well was production tested for 5.8 days and produced at an average rate of 736 bbl/d oil and 2,660 mcf/d gas (net of load fluid and energizing fluid) over that period which includes the initial cleanup where only load water was being recovered. At the end of the test, flowing wellhead pressure and production rates were stable.

The D5-19 Lower Montney well was production tested for 12.6 days and produced at an average rate of 170 bbl/d oil and 580 mcf/d gas (net of load fluid and energizing fluid) over that period which includes the initial cleanup where only load water was being recovered. At the end of the test, flowing wellhead pressure and production rates were stable.

The E5-19 Lower Montney well was production tested for 11.4 days and produced at an average rate of 312 bbl/d oil and 890 mcf/d gas (net of load fluid and energizing fluid) over that period which includes the initial cleanup where only load water was being recovered. At the end of the test, flowing wellhead pressure was stable, and production was starting to decline.

The F5-19 Lower Montney well was production tested for 4.9 days and produced at an average rate of 728 bbl/d oil and 1,607 mcf/d gas (net of load fluid and energizing fluid) over that period which includes the initial cleanup where only load water was being recovered. At the end of the test, flowing wellhead pressure and production rates were stable.

The G5-19 Lower Montney well was production tested for 7.1 days and produced at an average rate of 415 bbl/d oil and 1,489 mcf/d gas (net of load fluid and energizing fluid) over that period which includes the initial cleanup where only load water was being recovered. At the end of the test, flowing wellhead pressure and production rates were stable.

The H5-19 Lower Montney well was production tested for 8.1 days and produced at an average rate of 411 bbl/d oil and 1,166 mcf/d gas (net of load fluid and energizing fluid) over that period which includes the initial cleanup where only load water was being recovered. At the end of the test, flowing wellhead pressure was stable and production was starting to decline.

A pressure transient analysis or well-test interpretation has not been carried out on these nine wells and thus certain of the test results provided herein should be considered to be preliminary until such analysis or interpretation has been completed. Test results and initial production rates disclosed herein, particularly those short in duration, may not necessarily be indicative of long-term performance or of ultimate recovery.

Any references to peak rates, test rates, IP30, IP90, IP180 or initial production rates or declines are useful for confirming the presence of hydrocarbons, however, such rates and declines are not determinative of the rates at which such wells will continue production and decline thereafter and are not indicative of long-term performance or ultimate recovery. IP30 is defined as an average production rate over 30 consecutive days, IP90 is defined as an average production rate over 90 consecutive days and IP180 is defined as an average production rate over 180 consecutive days. Readers are cautioned not to place reliance on such rates in calculating aggregate production for the Company.

FORWARD-LOOKING INFORMATION

This document contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words ‘expect’, ‘anticipate’, ‘continue’, ‘estimate’, ‘may’, ‘will’, ‘should’, ‘believe’, ‘intends’, ‘forecast’, ‘plans’, ‘guidance’ and similar expressions are intended to identify forward-looking statements or information.

More particularly and without limitation, this news release contains forward-looking statements and information relating to the Company’s oil and condensate, other NGLs, and natural gas production, capital programs, and adjusted working capital. The forward-looking statements and information are based on certain key expectations and assumptions made by the Company, including expectations and assumptions relating to prevailing commodity prices and exchange rates, applicable royalty rates and tax laws, future well production rates, the performance of existing wells, the success of drilling new wells, the availability of capital to undertake planned activities, and the availability and cost of labour and services.

Although the Company believes that the expectations reflected in such forward-looking statements and information are reasonable, it can give no assurance that such expectations will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the risks associated with the oil and gas industry in general such as operational risks in development, exploration and production, delays or changes in plans with respect to exploration or development projects or capital expenditures, the uncertainty of estimates and projections relating to production rates, costs, and expenses, commodity price and exchange rate fluctuations, marketing and transportation, environmental risks, competition, the ability to access sufficient capital from internal and external sources and changes in tax, royalty, and environmental legislation. The forward-looking statements and information contained in this document are made as of the date hereof for the purpose of providing the readers with the Company’s expectations for the coming year. The forward-looking statements and information may not be appropriate for other purposes. The Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Coelacanth is an oil and natural gas company, actively engaged in the acquisition, development, exploration, and production of oil and natural gas reserves in northeastern British Columbia, Canada.

Neither the 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 this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/253761