Xali Gold Corp., based in Vancouver, British Columbia, has announced the completion of a Reinstatement Review by the TSX Venture Exchange, a process that had been prolonged due to the Exchange’s request for clarification on several property agreements. This development comes following Xali Gold’s previous news releases that revealed an arrangement with Remedioambiente S.A. de C.V. regarding the El Oro mine. Under this agreement, Remedioambiente is entitled to recover gold and silver from specified mineralized veins and backfill at the historic El Oro mine, contingent on payments to Xali Gold amounting to 3% of Net Smelter Returns (NSR) from all gold and silver extracted above 2400 meters above sea level (masl).
Importantly, Xali Gold holds 100% of the exploration rights below the 2400 masl threshold. The agreement stipulates that Remedioambiente must maintain the mineral rights in good standing, which includes paying past mineral rights fees. These past fees may convert into shares in Xali Gold once they reach a minimum of $50,000, pending Exchange acceptance. Furthermore, upon acquiring over 20% of Xali Gold’s shares within five years, Remedioambiente has the right to appoint members to the Board of Directors.
However, Xali Gold has faced challenges, as the Mexican Mines Bureau recently declared nine mining concessions in El Oro as cancelled, which the company deems unlawful due to the lack of a required 60-day advance notice. This includes two concessions currently under the Remedioambiente option, raising concerns over legal proceedings to reverse these cancellations.
In response to the ongoing uncertainties in Mexico, Xali Gold has been exploring opportunities in South America, looking for projects that can be advanced with a quicker turnaround compared to its current activities. Joanne Freeze, President and CEO, expressed concerns regarding the rising costs of maintaining properties in Mexico and the lack of clarity regarding permitting. Despite the issues, the partnership with Remedioambiente is viewed positively as it allows Xali to leverage their expertise while retaining exploration potential below the critical elevation, all amidst the search for new acquisitions.
On another front, Xali Gold has opted not to proceed with the option on the Sarape Project in Northern Mexico from Advanced Lithium Corp., letting the Letter of Intent expire without further advancement. The TSX.V has not reviewed this agreement, and the company reported no financial liabilities from it.
Addressing its current capital deficiency, Xali Gold disclosed a working capital deficiency of $3,150,354 as of June 30, 2025, and outlined various strategies to mitigate this. Remedioambiente’s payments are expected to eliminate some of Xali Gold’s mining fees. In addition, equity-for-debt arrangements with third parties, including directors and officers, have been established to manage outstanding debts. The company anticipates making progress through anticipated financings in the later part of 2025 and into 2026.
Furthermore, Joanne Freeze’s company, Ridley Rocks Inc., provided financial support to Xali Gold, with loans that carry no interest and are due by 2026. The company has exempted itself from certain valuation and minority shareholder approval requirements under Canadian securities laws for these loans.
Xali Gold is committed to responsible partnerships within the communities it operates in, with Freeze also serving as the Qualified Person for the projects mentioned. The TSX Venture Exchange and its Regulation Services Provider do not bear responsibility for the adequacy of the news released.
This announcement includes forward-looking statements, which are subject to various risks and uncertainties that could materially affect future outcomes, including market conditions, regulatory changes, and exploration results. Xali Gold explicitly disclaims any obligation to update these forward-looking statements, except as required by law.