Bocana Resources Corp. Signs Letter of Intent to Acquire an Equity Interest in Venture Gold, Inc.

CALGARY, Alberta, Oct. 10, 2025 (GLOBE NEWSWIRE) -- Bocana Resources Corp. (TSXV: BOCA) (Frankfurt: VC1) ("Bocana" or the "Company") is pleased to announce that it has entered into an arm's length non-binding letter of intent (the "LOI") dated October 6, 2025 for a proposed equity investment interest in Venture Gold, Inc, a corporation formed under the laws of the State of Nevada ("Venture Gold or "VG") for a direct investment into VG's treasury, with VG retaining ownership of all its properties and using the investment proceeds exclusively for development and exploration of the properties and related working capital needs, for a total investment of up to US$20,000,000 (the "Transaction"). The Transaction is expected to also be made through the newly formed joint venture entity, Arizore LLC, a limited liability company registered in the state of Nevada. This joint venture to finance and complete the Transaction is still under review by the TSXV.

The Transaction

Pursuant to the LOI, and subject to the negotiation and execution of a definitive investment agreement ("Definitive Agreement"), the satisfaction or waiver by Bocana of any conditions precedent, and receipt of all required regulatory and third-party approvals, Bocana intends to subscribe for and receive a substantial interest in newly issued shares of VG that are issued and outstanding on a fully-diluted basis immediately following such investment and the exact amount to be disclosed once a binding Definitive Agreement has been reached. 

The transactions contemplated by the LOI are subject to the following conditions:

1. The entering into of a Definitive Agreement in respect of the Transaction between Venture Gold and Bocana. The Definitive Agreement will describe the terms and conditions upon which the Transaction will be completed;
2. Confirmation to Venture Gold that Bocana has obtained financing to cover the Transaction;
3. the completion of satisfactory due diligence by Bocana; and
4. regulatory approvals, including but not limited to the TSX Venture Exchange.

A negotiated finder's fee is expected to be paid in connection with the Transaction.

About Venture Gold

Venture Gold is focused on the redevelopment of the entire Idaho Springs/Central City mining district ("District") of Colorado. VG has spent 15 years studying the District, acquiring properties, and obtaining numerous permits through purchases, options, mining leases, and other agreements; Venture Gold has control of over 500 acres of mining claims.