HIGHLIGHTS

• Spartacus has entered into a definitive purchase and sale agreement to sell 586 of its Red Lake mining claims in northwestern Ontario to Great Bear Resources Ltd., a wholly-owned subsidiary of Kinross Gold Corporation.
• Consideration of C$250,000 in cash plus a 2.0% net smelter returns royalty (NSR) granted to Spartacus on the property.
• GBR may buy back one-half of the NSR (1.0%) at any time for US$1,000,000, leaving Spartacus with a 1.0% NSR.
• GBR will assume the two existing 2.0% gross sales royalties on the Red Lake Property.

Vancouver, British Columbia--(Newsfile Corp. - November 13, 2026) - Spartacus Metals Inc. (TSXV: SPAR) (formerly Dixie Gold Inc.) ("Spartacus" or the "Company") is pleased to announce that it has entered into a purchase and sale agreement dated November 11, 2026 (the "Purchase Agreement") with Great Bear Resources Ltd. ("GBR"), a wholly-owned subsidiary of Kinross Gold Corporation (TSX: K) (NYSE: KGC), pursuant to which the Company has agreed to sell to GBR its 100% interest in 586 unpatented mining claims covering approximately 11,913 hectares in the Red Lake Mining District of northwestern Ontario (the "Red Lake Property"), in exchange for C$250,000 in cash and a 2.0% net smelter returns royalty on the Red Lake Property (the "Transaction").

TRANSACTION TERMS

Under the Purchase Agreement, GBR will acquire all of the Company's right, title and interest in the Red Lake Property, free and clear of all encumbrances other than the Existing Royalties (as defined below). In consideration, GBR will:

• pay the Company C$250,000 in cash within three business days following closing; and
• at closing, grant the Company a 2.0% net smelter returns royalty (the "NSR") on all minerals produced and sold from the Red Lake Property after closing.

GBR may, at any time, purchase one-half of the NSR (being 1.0%) for US$1,000,000, which would reduce the NSR to 1.0%. The NSR will run with the land and will extend to any ground within the Red Lake Property that GBR or its affiliates allow to lapse and re-acquire within two years. GBR must give the Company at least 60 days' notice before abandoning any claim, and the Company may, by written notice within 30 days of GBR's notice, elect to have the affected claims transferred back to it for nominal consideration on a "where is, as is" basis.

Each of the claims comprising the Red Lake Property are subject to one of two existing 2.0% gross sales royalties held by an arm's length third party (the "Existing Royalties"). At closing, GBR will assume the Company's obligations under the Existing Royalties arising from and after closing, as they relate to the Red Lake Property.

CONDITIONS AND CLOSING

Completion of the Transaction is subject to customary conditions, including receipt of the approval of the TSX Venture Exchange (the "Exchange") and, if required by the Exchange, the approval of the Company's shareholders, which may be obtained at a meeting of shareholders or, if accepted by the Exchange, by written consent of holders of more than 50% of the Company's outstanding common shares. The Company does not expect that shareholder approval will be required, as the Transaction does not constitute a sale of more than 50% of the Company's assets, business or undertaking. Following closing, the Company will continue as a multi-property exploration company and will retain its Pickle Crow East Gold Project (344 claims, approximately 6,915 hectares) and Soo East Copper Project (316 claims, approximately 6,855 hectares) in Ontario, its 36-claim Red Lake E block, its Phoenix and Torp lithium leases in the Northwest Territories and Nunavut, the 2.0% NSR on the Red Lake Property and its existing 2.5% NSR on four claims sold to GBR in 2024. The Transaction also relieves the Company of near-term assessment work requirements on the Red Lake Property. The final determination of whether shareholder approval is required rests with the Exchange. Closing is expected to occur on or before December 15, 2026, the outside date under the Purchase Agreement, unless extended by the parties.

GBR is at arm's length to the Company. No securities of the Company will be issued, and no finder's fee is payable, in connection with the Transaction. The Transaction constitutes a Reviewable Disposition under Exchange Policy 5.3 - Acquisitions and Dispositions of Non-Cash Assets.

The Company intends to use the cash proceeds of the Transaction for exploration of its remaining properties, the evaluation of new opportunities and general working capital.

COMMENTARY

Rocco Tassone, Chief Executive Officer

"This transaction crystallizes value from our Red Lake claims while preserving meaningful exposure to future success on the ground through the 2.0% NSR. We believe a well-resourced operator in the district is well positioned to advance the property, and the cash proceeds strengthen our balance sheet as we focus on our remaining portfolio of properties."

- Rocco Tassone, Chief Executive Officer Spartacus Metals Inc.

ABOUT

Spartacus Metals Inc. (TSXV: SPAR) is a publicly traded junior exploration company holding a portfolio of gold, copper and lithium exploration projects across Canada. For more information, please visit https://dixiegold.ca/.

DISCLAIMER

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

FORWARD-LOOKING STATEMENTS

This news release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable Canadian securities legislation (collectively, "forward-looking statements"). Forward-looking statements include, but are not limited to, statements regarding: the completion of the Transaction and the timing thereof; the receipt of Exchange approval and, if required, shareholder approval; the payment of the cash consideration and the grant of the NSR; the potential exercise by GBR of its buy-back right; the assumption by GBR of the Existing Royalties; any future payments under the NSR; the intended use of the proceeds of the Transaction; and the Company's plans for its remaining properties. Words such as "intends", "expects", "plans", "proposes", "will", "may", "would", "potential" and similar expressions often identify forward-looking statements.

Forward-looking statements are based on the opinions, estimates and assumptions of management as of the date of this news release. These include assumptions that the conditions to closing of the Transaction will be satisfied or waived, that all required approvals will be obtained on a timely basis, and that general business, economic and market conditions will not change adversely. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied. These factors include: the failure to satisfy the conditions to closing of the Transaction, including the failure to obtain Exchange approval or any required shareholder approval, or to do so before the outside date; the termination of the Purchase Agreement in accordance with its terms; claims, proceedings or challenges, including by Indigenous groups or governmental authorities, affecting the Red Lake Property or its transfer; the risk that the Red Lake Property is never placed into production, in which case no payments would be made under the NSR; the Company's limited financial resources and need for additional financing; volatility in commodity prices and financial markets; the risks inherent in mineral exploration; and the other risks described in the Company's continuous disclosure filings available on SEDAR+ at www.sedarplus.ca.

Although the Company believes the assumptions underlying the forward-looking statements are reasonable, readers are cautioned not to place undue reliance on them. The Company does not undertake to update any forward-looking statements, except as required by applicable securities laws.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/323839

Source: Spartacus Metals Inc.