Barranco Announces Debt Settlement

220ad7e54b2efd2d287ec3e477a347c0 BARRANCO ANNOUNCES DEBT SETTLEMENT

(SeaPRwire) –   VANCOUVER, BC, May 8, 2026 – Barranco Gold Mining Corp. (“Barranco” or the “Company“) (CSE: BAR) (FWB: 314) announces that it plans to resolve a total of $88,167.62 in debt owed to a non-arm’s length creditor of the Company (the “Creditor“) by issuing 89,601 common shares from the Company’s capital stock (the “Common Shares“) at a price of $0.984 per Common Share (the “Debt Settlement“), in line with the terms of a debt settlement agreement that will be executed by the Company and the Creditor.

Finalization of the Debt Settlement remains subject to securing all applicable regulatory approvals and compliance with the policies of the Canadian Securities Exchange (“CSE“). All securities issued as part of the Debt Settlement are bound by a statutory hold period of four months and one day starting from the date of issuance.

The Creditor party to the Debt Settlement is the spouse of Reno Calabrigo, director and Chief Executive Officer of the Company, and as such qualifies as a “related party” of the Company under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“M1 61-101“). Accordingly, the Debt Settlement counts as a “related party transaction” as defined under MI 61-101. Under the terms of the Debt Settlement, the Creditor will receive a total of 89,601 Common Shares. The Company is not required to obtain a formal valuation or minority shareholder approval for the Debt Settlement, as it qualifies for exemptions under sections 5.5(a) and 5.7(1)(a) of MI 61-101, which apply when the fair market value of a “related party transaction” is less than 25% of the firm’s market capitalization. The Company did not file a material change report more than 21 days ahead of the expected closing of the Debt Settlement, as the terms of the transaction were only finalized shortly before closing, and the Company sought to complete the process on an expedited timeline for valid business reasons.

The Company’s board of directors has concluded that settling the outstanding debts via Common Share issuance is in the best interests of the Company, as this move will preserve the firm’s cash reserves for working capital needs. Reno Calabrigo disclosed his personal interest in the Debt Settlement, and deliberations around the feasibility of the transaction were held exclusively among the other independent directors.

About Barranco Gold Mining Corp.

The Company is a junior mining exploration firm. Its core initial priority is to carry out the planned exploration program at the King Property, which is located in the Nicola and Similkameen Mining Divisions in British Columbia, as well as to continue identifying and potentially acquiring additional property assets, evaluating their commercial potential, and conducting related exploration activities.

ON BEHALF OF THE BOARD OF DIRECTORS

Reno J. Calabrigo
Chief Executive Officer

Neither the CSE nor its Market Regulator (as that term is defined in the policies of the CSE) assumes responsibility for the sufficiency or accuracy of this release.             

Forward Looking Information

This press release contains certain “forward-looking information” and “forward-looking statements” as defined under Canadian securities legislation, which may be amended from time to time, including without limitation statements related to the closing of the Debt Settlement and CSE approval. Forward-looking statements are non-historical statements that address events, results, outcomes or developments that the Company expects to take place in the future. These statements are based on the beliefs, projections and opinions of the Company’s management as of the date the statements are published, and they are subject to a number of risks and uncertainties. A range of material assumptions were used to form these forward-looking statements, including without limitation assumptions about gold and silver pricing; the accuracy of mineral resource estimates; that no material adverse changes will impact the Company; that all required approvals will be secured, including concession renewals and applicable permits; that political and legal developments will align with current expectations; that currency and exchange rates will remain consistent with current levels; and that no major operational disruptions will affect the Company. As a result, there is no guarantee that these statements will prove to be accurate, and actual results and future events may differ materially from those projected in such statements. Forward-looking statements are subject to significant known and unknown risks and uncertainties that could cause actual results to differ materially from expectations. These risks include, but are not limited to: risks and uncertainties related to the Company’s business operations and broader market conditions; risks associated with delivering on the Company’s objectives and strategies, including associated costs and expenses, as well as the risk factors outlined in the Company’s most recently filed management’s discussion and analysis, which is publicly available at www.sedarplus.com. Except as required by applicable securities disclosure laws and regulations governing the Company, the Company undertakes no obligation to update these forward-looking statements if management’s beliefs, projections, opinions, or other relevant factors change.

SOURCE Barranco Gold Mining Corp.

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