Galantas Gold Enters into Dore Purchase and a US$10 Million Advance Payment Facility with Ocean Partners

Galantas secures doré offtake and US$10M advance facility for Chile gold project.

What the company is saying

Galantas Gold Corporation, through its Chilean subsidiary, has signed a doré purchase agreement with Ocean Partners USA, Inc. covering 100% of gold and silver doré and refined metal output from the Andacollo Gold project in Chile. The company frames this as a disciplined step to commercialize Andacollo Gold and manage capital responsibly, highlighting the commercial framework for doré sales and the optional advance payment facility. The agreement allows Galantas to request up to US$10.0 million in advances against future production, supporting working capital as the project moves toward production. CEO Mario Stifano presents the arrangement as providing both sales certainty and financial flexibility. The announcement is explicit about related party status: Ocean Partners controls over 10% of Galantas shares, and Brent Omland, a director of Galantas, is also CEO of Ocean Partners; he disclosed his interest and abstained from board deliberations. The board, after consulting its Nominated Adviser, asserts the terms are fair and reasonable for shareholders, and regulatory exemptions for related party transactions are being relied upon.

What the data suggests

The agreement commits Galantas to sell 100% of refined gold and silver from Andacollo Gold to Ocean Partners for at least three years from commercial production start, with automatic annual extensions unless terminated on 12 months' notice after two years. Each delivery will incur a US$3.50 per troy ounce transaction fee and a commission of 1/6 of 1%. Galantas can request advances up to US$10.0 million outstanding, secured against recoverable metal, with interest at 3-month CME Term SOFR plus 4.5%, and repayment required within 120 days of drawdown. Provisional payments for doré deliveries will be 95% of the estimated price, less advances and fees, with a financing charge of SOFR plus 2.25% until final settlement. The agreement is structured to provide working capital flexibility but does not represent immediate cash inflow or production; advances are conditional and must be repaid promptly. The related party nature is fully disclosed, and regulatory exemptions are invoked because Ocean Partners holds over 10% of Galantas shares, but the fair market value of the deal is below 25% of market capitalization. No production, reserve, or cash flow figures are provided, so the financial impact depends on future operational delivery.

Analysis

The announcement is a factual disclosure of a doré purchase and advance payment agreement between Galantas Gold Corporation and Ocean Partners USA, Inc. It details the commercial terms, related party status, and regulatory exemptions, but does not make exaggerated claims about imminent production, revenue, or profitability. Most statements are descriptive of the agreement's mechanics, with only a minority of forward-looking statements regarding the expected support for commercialization and potential use of the advance facility. There is no promotional language or narrative inflation; the tone is measured and procedural. No large capital outlay is announced, and the optional advance facility is contingent on future production, with no immediate financial impact. The absence of operational or financial performance data is appropriate for this type of transaction disclosure and does not constitute overstatement.

Risk flags

• ●Execution risk is high as all benefits from the agreement depend on Galantas achieving commercial production at Andacollo Gold, with no timeline or operational milestones disclosed; delays or underperformance would prevent realization of both sales and advance facility benefits.
• ●The related party structure introduces governance risk: Ocean Partners controls over 10% of Galantas shares and its CEO sits on Galantas' board, raising potential conflicts of interest despite procedural abstention and regulatory exemptions.
• ●Financial risk arises from the advance facility terms: advances bear interest at SOFR plus 4.5% and must be repaid within 120 days, so if production or sales are delayed, Galantas could face liquidity pressure or need to repay in cash.
• ●Concentration risk is present as 100% of doré sales from Andacollo Gold are committed to a single offtaker, limiting Galantas' flexibility to negotiate with other buyers or respond to changing market conditions.
• ●Disclosure risk exists as the announcement provides no operational, production, or reserve data for Andacollo Gold, making it impossible to assess the project's capacity to generate the doré required to support the advance facility and sales commitments.

Bottom line

Galantas has locked in a doré offtake and advance payment facility with Ocean Partners for its Andacollo Gold project, providing a clear commercial path for future gold and silver sales and potential access to up to US$10.0 million in working capital. The deal is fully disclosed as a related party transaction, with regulatory exemptions relied upon and board procedures followed, but governance risk remains due to overlapping board and management roles. All financial benefits are contingent on the project reaching commercial production, for which no timeline or operational data are disclosed, so investors should not expect near-term cash inflows or sales. The advance facility is not automatic and carries repayment and interest obligations that could strain liquidity if production is delayed. The agreement ties all doré sales to a single buyer, which may limit future flexibility. The most important takeaway is that while the agreement provides a framework for commercialization and working capital, its value will only materialize if Andacollo Gold achieves timely and sustained production.

Announcement summary

(TSXV:GAL) (AIM:GAL) Galantas Gold Corporation announced that its subsidiary, Galantas Gold Chile SpA, has entered into a doré purchase contract with Ocean Partners USA, Inc. dated November 4, 2026, covering doré and refined metal to be produced from the Andacollo Gold project in Chile. Under the Agreement, Galantas will sell to Ocean Partners 100% of the refined gold and silver contained in doré or other acceptable semi-refined product produced from Andacollo Gold, subject to the terms and conditions of the Agreement. The Agreement has an initial term ending three full calendar years after the commencement of commercial production and will automatically extend for successive 12-month periods unless terminated by either party on 12 months' notice, which may not be given until two full calendar years after commercial production begins. The price for each delivery will be calculated based on the payable refined metal content, applicable gold and silver pricing during the agreed quotational period, and deductions and charges under the Agreement, including a transaction fee of US$3.50 per troy ounce of gold delivered and a commission equal to 1/6 of 1%. The Agreement allows Galantas to request advance payments from Ocean Partners up to a maximum of US$10.0 million outstanding against future production, subject to the value of recoverable metal on the heap leach pads and other conditions. Advances will bear interest at 3-month CME Term SOFR plus 4.5% and must be repaid against deliveries of doré or refined metals, or in cash, no later than 120 days after drawdown. Any provisional payment for a delivery of doré will be equal to 95% of the estimated price for the relevant delivery, less any applicable advance payment or fees, and will bear a financing charge based on 3-month CME Term SOFR plus 2.25% until final settlement. Where an advance payment is made, a special quotational period applies to a fixed number of payable gold ounces, under which Ocean Partners may elect to price those ounces at any LBMA AM or PM gold price between collection of the doré at the mine and the first trading day after outturn at the refinery. Ocean Partners beneficially owns or exercises control or direction over more than 10% of the outstanding common shares of Galantas and is therefore a related party. Brent Omland, a director of Galantas, is also the Chief Executive Officer of Ocean Partners and disclosed his interest in the Agreement to the board, abstaining from deliberations and voting. The disinterested directors of Galantas, after consulting with the Company's Nominated Adviser, consider the terms of the Agreement to be fair and reasonable for shareholders. No special committee was formed, and there were no materially contrary views or disagreements among directors. The Agreement is considered a related party transaction under Rule 13 of the AIM Rules for Companies and under Multilateral Instrument 61-101 and TSXV Policy 5.9, with Galantas relying on exemptions from formal valuation and minority shareholder approval requirements. The Agreement is intended to establish purchase, pricing, and settlement mechanics for doré and refined metals from Andacollo Gold and to provide additional working capital flexibility through the optional advance payment facility. The Company expects the Agreement to support the commercialization of production from Andacollo Gold. Any advance payment will remain subject to conditions in the Agreement, including delivery of acceptable holding certificates, maintenance of required coverage based on estimated value of recoverable refined metals, and prior delivery performance. The Agreement will require Galantas to sell all refined gold and silver contained in doré or other acceptable semi-refined product produced from the Project to Ocean Partners during the term of the Agreement.

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