Newmont Elects to Advance to Stage 2 of the Spring Peak Earn-In Agreement
(TheNewswire)
Vancouver, British Columbia,September 26, 2025 – TheNewswire - Headwater Gold Inc. 
HWG
(OTCQB: HWAUF) (the "Company" or "Headwater") is
pleased to announce that Newmont Corporation (“Newmont”) has
completed Stage 1 of the Spring Peak earn-in agreement announced on
August 16, 2022 (the “Earn-In Agreement”) by sole funding of
US$15,000,000 in exploration expenditures on the project. Newmont has
earned a 51% interest in the Spring Peak project and has elected to
proceed to Stage 2 of the Earn-In Agreement to potentially earn a 65%
interest in the project by sole funding an additional US$40,000,000
within 36 months. The parties will establish a Joint Venture Company
pursuant to a definitive joint venture agreement, to be negotiated,
which will govern management, funding commitments and operator
transition terms to continue exploration on the project. Headwater is
the operator of the project and earns a 10% management fee.
Highlights:
Newmont has completed Stage 1 of the Spring Peakproject Earn-In Agreement and has elected to advance the project toStage 2.
Under Stage 2, Newmont may increase its interest in theproject from 51% to 65% by funding exploration expenditures ofUS$40,000,000.
Upon completion of Stage 2, Newmont may elect toproceed to Stage 3 to earn an additional 10% interest, resulting in a75% interest in the project by:
Completing a Pre-Feasibility Study solely funded byNewmont within an additional 2-year period; and
Granting to Headwater a 2% NSRroyalty on claims 100% owned by Headwater and a 1% NSR royalty oninlying claims subject to an underlying option agreement.
Headwater will be the initial operator of the projectunder Stage 2 and earn a 10% management fee on explorationexpenditures on the project.
Caleb Stroup, President and CEO of Headwater, comments:“The completion of Stage 1and commencement of Stage 2 at Spring Peak represent a major milestonefor the project and the Company. We are extremely pleased thatNewmont has elected to continue our partnership on the projectfollowing the discovery of the high-grade Disco Zone, encouragingdrill results from the Shadow Target, and an expanding set ofadditional property scale targets. The US$40,000,000 potentialfunding included in Stage 2 positions the Company to aggressivelyexplore the district scale potential of the project. A significantlyexpanded drill permit is currently undergoing agency review, whichwill allow for testing of extensions to the Disco Zone, the ShadowTarget, and other potential mineralized structures via 266 proposednew drill sites.”
Click Image To View Full Size
Figure 1: Map of the HeadwaterSpring Peak and Lodestar land positions within the Aurora trendshowing area of the Spring Peak 2024 drill program.
Table 1: PrincipalStructure of the Spring Peak Earn-In Agreement:
Stage | Expenditures (US$) | Newmont Interest (%) | Time for Each Stage |
Minimum Commitment | $5,000,000 (Complete) | 0% | 3 years from Execution Date |
Stage 1 | $15,000,000 (Complete) | 51% | 3 years from ExecutionDate |
Stage 21 | $40,000,000 (in progress) | 65% | 3 years from beginning of Stage 2 |
Stage 3 2,3 | Completion of PFS | 75% | 2 years from beginning of Stage 3 |
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About the Spring Peak Project
The Spring Peak project is located in the Aurora Mining
District in the Walker Lane belt, west-central Nevada, approximately
50 km southwest of the town of Hawthorne. The project adjoins Hecla
Mining Company’s past-producing Aurora Mine complex, where existing
infrastructure includes a 600 ton per day mill, several production
water wells and high-voltage three-phase power. Recent drilling at the
Disco Zone has confirmed the presence of high-grade gold
mineralization, including significant intersections such as 15.92 g/t
Au over 2.38 m and 10.43 g/t Au over 2.01 m within a broader zone of
2.73 g/t Au over 34.72 m. An exploration Plan of Operations has been
submitted to the US Forest Service proposing 266 additional drill
sites to further explore for extensions of known mineralization and
test additional targets within the land package. Headwater holds an
option to acquire a 100% undivided interest in the Spring Peak project
from Orogen Royalties 
OGN, subject to retained royalties and
subject to Newmont’s option to acquire up to 75% of the project
following certain expenditures and preparation of a Pre-Feasibility
Study within a designated time frame.
About Headwater Gold
Headwater Gold Inc. (CSE: HWG, OTCQB: HWAUF) is atechnically-driven mineral exploration company focused on exploringfor and discovering high-grade precious metal deposits in the WesternUSA. Headwater is actively exploring one of the world’s mostwell-endowed, mining-friendly jurisdictions, with a goal of makingworld-class precious metal discoveries. The Company has a largeportfolio of epithermal vein exploration projects and a technical teamwith diverse experience in capital markets and major mining companies. Headwater is systematically drill-testing several projects in Nevadaand has strategic earn-in agreements with Newmont on its Spring Peakand Lodestar projects. In August 2022 and September 2024, Newmontand Centerra Gold Inc. acquired strategic equity interests in theCompany, further strengthening Headwater’s explorationcapabilities.
For more information about Headwater, please visit theCompany's website at www.headwatergold.com.
Headwater is part of the NewQuest Capital Group whichis a discovery-driven investment enterprise that builds value throughthe incubation and financing of mineral projects and companies. Further information about NewQuest can be found on the companywebsite at www.nqcapitalgroup.com.
On Behalf of the Board of Directors
Caleb Stroup
President and CEO
+1 (775) 409-3197
cstroup@headwatergold.com
For further information, please contact:
Brennan Zerb
Investor Relations Manager
+1 (778) 867-5016
bzerb@headwatergold.com
Figure
1 References:
1Vikre,
P.G., John, D.A., du Bray, E.A., and Fleck, R.J., 2015, Gold-silver
mining districts, alteration zones, and paleolandforms in the Miocene
Bodie Hills volcanic field, California and Nevada: U.S. Geological
Survey Scientific Investigations Report 2015–5012, 160 p.
2Borealis
Mining Company Limited, 2024, NI 43-101 Technical Report, Project
Status Report Borealis Mine Nevada USA: Prepared by Douglas Reid.
Effective Date: October 10, 2023; Report Date: February 16,
2024.
3Long,
K.R., DeYoung, J.H., and Ludington, S.D., 1998, Database of
significant deposits of gold, silver, copper, lead, and zinc in the
United States: U.S. Geological Survey Open-File Report 98-206 A, B, 33
p.
Qualified Person
The technical information contained in this news
release has been reviewed and approved by Dr. Gregory Dering, P.Geo
(AIPG CPG-12298), a “Qualified Person” (“QP”) as defined in
National Instrument 43-101 – Standards of Disclosure for Mineral
Projects. Dr. Dering is not independent by reason of being the
Company’s Vice President of Exploration.
References
Forward-Looking
Statements:
This
news release includes certain forward-looking statements and
forward-looking information (collectively, “forward-looking
statements”) within the meaning of applicable Canadian securities
legislation. All statements, other than statements of historical fact,
included herein including, without limitation, statements regarding
future capital expenditures, exploration activities and the
specifications, targets, results, analyses, interpretations, benefits,
costs and timing of them, Newmont’s anticipated funding of the
earn-in projects and the timing thereof, and the anticipated business
plans and timing of future activities of the Company, are
forward-looking statements. Although the Company believes that such
statements are reasonable, it can give no assurance that such
expectations will prove to be correct. Often, but not always,
forward-looking information can be identified by words such as “pro
forma”, “plans”, “expects”, “may”, “should”,
“budget”, “scheduled”, “estimates”, “forecasts”,
“intends”, “anticipates”, “believes”, “potential” or
variations of such words including negative variations thereof, and
phrases that refer to certain actions, events or results that may,
could, would, might or will occur or be taken or achieved.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to differ materially
from any future results,
performance or achievements expressed or implied by the
forward-looking statements. Such risks and other factors include,
among others, risks related to the anticipated business plans and
timing of future activities of the Company, including the Company’s
exploration plans and the proposed expenditures for exploration work
thereon, the ability of the Company to obtain sufficient financing to
fund its business activities and plans, the risk that Newmont will not
elect to obtain any additional prognostic interest in the earn-in
projects in excess of the minimum commitment, the ability of the
Company to obtain the required permits, changes in laws, regulations
and policies affecting mining operations, the Company’s limited
operating history, currency fluctuations, title disputes or claims,
environmental issues and liabilities, as well as those factors
discussed under the heading “Risk Factors” in the Company’s
prospectus dated May 26, 2021 and other filings of the Company with
the Canadian Securities Authorities, copies of which can be found
under the Company’s profile on the SEDAR+ website at
www.sedarplus.ca.
Readers are cautioned not to place
undue reliance on forward-looking statements. The Company undertakes
no obligation to update any of the forward-looking statements, except
as otherwise required by law.
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