37 Capital Announces Option to Purchase Mineral Property in Colombia

37 Capital bets on Colombian gold with a US$3.75M option, but faces major hurdles.

What the company is saying

37 Capital Inc. is announcing the signing of a binding option and asset purchase agreement dated August 18, 2026, granting it the exclusive right to acquire 100% of the Berrio Project, a gold exploration property in Colombia, from Quimbaya Gold Corp. and its subsidiary. The company emphasizes the size and geological potential of the project, highlighting 8,746 hectares of ground, prior gold-in-soil values up to 1.67 g/t, and metallurgical recoveries over 90%. The narrative frames the project as 'well positioned' for maiden drilling, contingent on permitting and access agreements, and underscores the exclusivity and scale of the deal. Financing is foregrounded: a non-brokered private placement of up to 5,000,000 units at CDN$0.10 per unit seeks to raise up to CDN$500,000, with Quimbaya agreeing to use best efforts to secure at least CDN$300,000 in subscriptions. The announcement details the purchase price (US$3,750,000), a 2% royalty to Anglo Gold Ashanti, and the staged structure of cash and share consideration. The tone is positive and confident, but the company is clear that the deal is conditional on financing and regulatory approvals, and that failure to raise the minimum subscription will terminate the agreement.

What the data suggests

The disclosed numbers show a large-scale exploration play, with 1,218.88 hectares granted and 7,529 hectares under application, but no defined resource or production. The US$3,750,000 purchase price is substantial relative to the company's planned CDN$500,000 private placement, indicating a need for further capital. Gold-in-soil values up to 1.67 g/t and metallurgical recoveries over 90% suggest geological potential but fall short of establishing economic viability. The private placement terms are clear: up to 5,000,000 units at CDN$0.10, with a minimum raise of CDN$300,000 required for the deal to proceed. The agreement includes an initial US$100,000 non-refundable deposit and a further US$150,000 deposit, plus 7,600,000 shares valued at CDN$760,000 (US$542,857) as part of the consideration. There is no disclosure of historical financials, cash on hand, or prior capital raises, making it impossible to assess the company's financial trajectory or capacity to fund the acquisition and subsequent exploration. All progress toward value creation is contingent on raising funds and satisfying regulatory and operational conditions.

Analysis

The announcement is positive in tone, highlighting the signing of an option and asset purchase agreement for a gold exploration property in Colombia and the launch of a private placement. The narrative is generally proportionate to the facts: the agreement is binding, and the terms of the acquisition and financing are clearly disclosed. However, the actual progress is limited to the granting of an option, not the completion of an acquisition or commencement of operations. Most forward-looking claims relate to the intended use of proceeds, future drilling, and the conditional nature of the acquisition (subject to financing and regulatory approval). There is a significant capital outlay (US$3,750,000 purchase price) with no immediate earnings impact or operational cash flow, and no profitability or sustainability metrics are disclosed. The benefits of the transaction (exploration, potential resource development) are long-dated and highly uncertain, typical of early-stage mining deals. The language is not excessively promotional, but the gap between the narrative and realised value is material due to the early stage and conditionality.

Risk flags

• ●Financing risk is acute: the private placement must raise at least CDN$300,000 or the agreement terminates, and the full US$3,750,000 purchase price far exceeds the initial raise, requiring further capital or dilution.
• ●Execution risk is high: the project is at an early exploration stage with no defined resource, and advancement to drilling is subject to permitting and surface-access agreements, which can be delayed or denied in Colombia.
• ●Regulatory risk is present: completion of the acquisition is subject to CSE approval and other closing conditions, any of which could prevent the deal from closing.
• ●Operational risk includes the 2% net smelter returns royalty payable to Anglo Gold Ashanti, which will impact future project economics if a mine is developed.
• ●Disclosure risk exists: the announcement provides no information on the company's current cash position, burn rate, or ability to fund ongoing obligations, leaving investors unable to assess financial resilience.

Bottom line

This is a high-stakes, early-stage gold exploration option in Colombia, with 37 Capital committing to a US$3.75M purchase price but only seeking CDN$500,000 in initial funding. The deal is binding but entirely contingent on raising at least CDN$300,000 and satisfying multiple regulatory and operational conditions. No resource, reserve, or production metrics are disclosed, so the project's value is speculative and long-term. The company's ability to fund the acquisition and subsequent exploration is unproven, and the risk of non-completion is material. Investors should treat this as a speculative bet on exploration success, with no near-term cash flow and significant dilution or financing risk ahead. The most important takeaway is that the transaction is not yet a completed acquisition or operational milestone—future financing and execution will determine if any value is realized.

Announcement summary

(CSE: JJJ) 37 Capital Inc. has entered into an option and asset purchase agreement dated August 18, 2026 with Quimbaya Gold Corp. (CSE: QIM) (OTCQX: QIMGF) and its wholly-owned subsidiary Golden Pacifico Exploration S.A.S. by which 37 Capital was granted the exclusive option to acquire an undivided 100% legal and beneficial right, title and interest in and to a mineral exploration property located in Colombia known as the Berrio Project. The Property covers an area of approximately 1,218.88 hectares, together with five related mining concession applications submitted to Colombia's National Mining Agency. The Project covers approximately 8,746 hectares, a granted mining concession of 1,218.88 hectares (Concession Contract No. 6822) together with approximately 7,529 hectares under application. The Option is exercisable for twelve months from the date of the Agreement. The Property is subject to a 2% net smelter returns royalty held by Anglo Gold Ashanti. The Agreement provides that the purchase price for the Property will be US$3,750,000 payable by the Company to Golden Pacifico as specified in the Agreement. In connection with the Option, the Company is undertaking a non-brokered private placement of up to 5,000,000 units at a price of CDN$0.10 per unit to raise gross proceeds of up to CDN$500,000.

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