Tocvan to acquire 49% stake in Pilar mining concessions

Tocvan Ventures Consolidates Ownership of Gran Pilar Gold-Silver Project in Strategic Mexico Deal

Vancouver, British Columbia – July 10, 2026 – In a significant move set to reshape its development trajectory in Mexico, Tocvan Ventures Corp. has announced its definitive agreement with Colibri Resources Inc. to acquire the remaining 49% interest in the two original Pilar mining concessions. This transaction, once completed, will grant Tocvan Ventures 100% ownership of its flagship Gran Pilar gold-silver project located in Sonora, Mexico. The consolidation is a major strategic step for Tocvan, aiming to streamline operations and accelerate the project's path towards resource definition and eventual production.

The deal, announced on July 10, 2026, marks the culmination of a joint venture arrangement and signals Tocvan's sharpened focus on maximizing the value of the Gran Pilar asset. Previously holding a 51% stake in the Pilar concessions, Tocvan had already been the majority owner and operator, but full control is expected to provide substantial operational and financial advantages as the company pushes forward with ongoing exploration and development initiatives.

Strategic Acquisition Details and Financial Framework

Under the terms of the definitive agreement, Tocvan Ventures will make a total cash payment of C$3.6 million to Colibri Resources. This payment is structured in two parts: an initial sum of C$2 million is due upon the closing date of the transaction, with the remaining C$1.6 million scheduled for payment 12 months later. This staged payment approach provides financial flexibility for Tocvan while compensating Colibri for its remaining interest in the core concessions.

In addition to the cash consideration, Colibri Resources will retain a 1% net smelter return (NSR) royalty on the Gran Pilar project. An NSR royalty is a common financing mechanism in the mining industry, granting the holder a percentage of the gross revenue from mineral production, after specific deductions for transportation and smelting costs, but without requiring further capital expenditure from the royalty holder. This enables Colibri to maintain a long-term interest in the project's success. Tocvan, however, has secured the right to repurchase this 1% NSR royalty for a payment of C$1 million at any time, providing a clear pathway to full, unencumbered ownership should the project's economics warrant it in the future. Furthermore, an important provision within the agreement grants Tocvan the right of first refusal if Colibri were to seek to sell its 1% NSR royalty to a third party, ensuring Tocvan retains strategic control over future royalty interests.

The formal transfer of ownership for the mining claims will occur between Colibri’s Mexican subsidiary and Tocvan’s corresponding Mexican operating unit. The closing of this transaction remains subject to standard conditions, including the receipt of all required regulatory approvals, notably from the Canadian Securities Exchange (CSE), where Tocvan Ventures is listed.

The Gran Pilar Project: A Deeper Dive into Sonora’s Potential

The Gran Pilar gold-silver project is strategically located in Sonora, Mexico, a state renowned for its rich mineral endowment and established mining industry. Sonora is often referred to as Mexico’s leading mining state, boasting significant production of gold, silver, copper, and other base metals. Its history of mineral exploration and development, coupled with relatively stable political and regulatory environments for mining, makes it an attractive jurisdiction for junior and mid-tier explorers alike.

The Pilar concessions, central to this acquisition, encompass approximately 105 hectares. These concessions are particularly significant as they host the Main Zone, an area that has already been the subject of substantial drilling activity and has yielded promising gold and silver intercepts. Tocvan Ventures had already established a strong foothold in the region, holding full ownership of surrounding expansion areas that collectively comprise more than 21 square kilometers (2100 hectares) of the broader Gran Pilar property. This existing footprint, combined with the 100% ownership of the core Pilar concessions, creates a consolidated land package ideal for comprehensive, district-scale exploration and development.

The project is focused on epithermal gold-silver mineralization, a common and often high-grade target type in Sonora. Such deposits are typically characterized by gold and silver bearing quartz veins and associated alteration zones, formed by hot, mineral-rich fluids circulating through fractures in the earth’s crust.

Unlocking Exploration Potential and Operational Synergy

Brodie Sutherland, CEO of Tocvan Ventures, underscored the profound importance of this acquisition in a recent statement: “This acquisition represents a major milestone for Tocvan and our shareholders. Eliminating any joint ownership on the core Main Zone area simplifies our ownership structure, streamlines decision-making and allows us to fully optimise development plans as we advance toward pilot production and resource definition.” Sutherland’s comments highlight key strategic benefits commonly sought in similar industry consolidations.

From an operational standpoint, 100% ownership allows for a singular, coherent geological and engineering strategy to be applied across the entire project. This eliminates the complexities and potential inefficiencies that can arise from joint venture operational agreements, such as differing priorities, funding schedules, or governance structures. With full control, Tocvan can now more aggressively pursue its exploration objectives and accelerate the necessary steps toward commercial viability.

Recent operational updates from the Gran Pilar project indicate a robust pace of work. In the current year, more than 9,000 meters of drilling have been completed at new exploration targets. The results for over 6,000 meters of this drilling are currently pending, eagerly awaited by the company and investors alike. These results will be crucial in defining the extent and grade of mineralization, feeding into future resource estimates. Prior exploration efforts at Gran Pilar have already yielded compelling drill results, including:

• An intersection of 83.5 meters at 1.3 grams per tonne (g/t) gold.
• Another significant intercept of 97.4 meters at 0.7 g/t gold.
• A third notable interval of 64.9 meters at 1.2 g/t gold.

These intercepts are considered strong indicators of significant gold mineralization, particularly given their widths and grades. In mining, 1.0 g/t gold is often considered a benchmark for economically viable open-pit operations, especially with broader widths typical of bulk-mineable deposits. The presence of such wide zones of consistent mineralization bodes well for the potential development of a large-scale project.

Further demonstrating the company's commitment to advancing the project, Tocvan mobilized additional heavy machinery at its Gran Pilar project in April of this year. This activity often precedes more extensive site preparation, bulk sampling, or early-stage mining operations, aligning with the CEO's directive towards "pilot production and resource definition."

Industry Implications: Why Consolidated Ownership Matters

The consolidation of 100% ownership in a promising mineral asset is a widely recognized strategic maneuver that holds significant implications for the mining industry, particularly for junior exploration and development companies. For Tocvan Ventures, this move is crucial for several reasons:

• Streamlined Decision-Making: As highlighted by CEO Sutherland, removing joint ownership eliminates the need for consensus among partners, which can often delay critical decisions regarding exploration programs, development pathways, and capital allocation. A single owner can execute strategic plans more rapidly and efficiently.
• Enhanced Project Financing: Projects with 100% ownership are generally more attractive to potential investors, institutional funds, and lenders. A clear, unencumbered ownership structure reduces perceived risk and simplifies due diligence, potentially leading to lower capital costs and broader access to financing necessary for project development.
• Full Value Capture: By owning 100% of the project, Tocvan Ventures will fully capture all future appreciation in value that arises from successful exploration, resource definition, and eventual production. This direct correlation between effort and reward incentivizes maximum investment in the project's potential.
• De-risking and Control: Full ownership enables Tocvan to manage all aspects of operational, environmental, and social governance without external partners. This comprehensive control is vital for de-risking a project through robust technical studies, community engagement, and adherence to regulatory frameworks.

In the broader context of the gold and silver markets, where demand remains robust due to industrial applications, investment hedging, and jewelry, securing and developing high-quality assets like Gran Pilar is paramount. Such acquisitions reflect a bullish long-term outlook on precious metals prices and an appetite for growth within the exploration sector.

Future Outlook: Advancing Towards Production

With 100% ownership secured, Tocvan Ventures is now poised to accelerate its development plans for Gran Pilar. The immediate next steps will likely involve integrating the pending drill results into a comprehensive geological model, which will then serve as the foundation for an initial mineral resource estimate. This resource estimate is a critical milestone, transforming exploration success into a quantifiable asset that can be used for economic studies.

Following a successful resource definition, Tocvan is expected to initiate preliminary economic assessments (PEAs), pre-feasibility studies (PFS), and eventually full feasibility studies (FS). These studies progressively detail the economic viability, engineering aspects, and environmental and social impacts of a potential mine. The CEO's mention of "pilot production" suggests an intent to move efficiently towards a smaller-scale operation, which can provide invaluable data for larger-scale plans and generate early cash flow.

This acquisition fundamentally strengthens Tocvan’s position as a developing precious metals company in a top-tier mining jurisdiction. It provides a clear runway for the company to convert its significant exploration success into tangible shareholder value, positioning Gran Pilar as a potential new source of gold and silver production in Mexico.