TSX.V: CRG

Northern Silicon International Inc. to acquire Steiglitz Gold Project

October 29, 2025

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES 

Vancouver, BC – October 29, 2025 – Northern Silicon International Inc. (the “Company”) is pleased to announce that the Company has entered into a definitive agreement (the “Agreement”) to acquire the Steiglitz gold project located approximately 80 kilometers west of Melbourne, Australia (the “Steiglitz Project”), via the purchase of all of the issued and outstanding shares of Crossroads Gold Corp. (“Crossroads”), a private British Columbia corporation which owns the Steiglitz Project through a wholly owned Australian subsidiary (the “Transaction”). The Steiglitz Project is being acquired for aggregate consideration of C$2,000,000 comprised of the issuance of 7,500,000 shares of the Company at a price of C$0.20 per share, and a cash payment of C$500,000. Concurrently with the Transaction, the Company is seeking a listing of its common shares on the TSX Venture Exchange (the “Exchange”). 

Steiglitz Project 

The Steiglitz Project is located approximately halfway between Geelong and Ballarat, about 80 km west of Melbourne, within one of Australia’s earliest quartz-vein (hard-rock) goldfields. The Steiglitz Project covers Exploration Licence EL6164, encompassing 53 km² across 51 graticular sections. The project lies in the Bendigo Zone of the Lachlan Fold Belt, host to numerous world-class deposits such as Fosterville and Costerfield. Gold mineralization at Steiglitz occurs in tightly folded Ordovician turbidites and is expressed in two principal styles: 

High-grade, narrow quartz veins (<1 m) striking north–south parallel to regional folding; and 

  • Stockwork zones (3–4 m) associated with the Hanover Fault, a mineralized shear zone bearing gold-antimony-arsenic assemblages analogous to Fosterville-style epizonal systems. 

Steiglitz was a top-ten producer in the historic Bendigo belt, yielding approximately 250,800 oz of gold at an exceptional recovered grade of 38 g/t Au between 1855 and 1911. The Steiglitz Project area includes numerous past-producing mines—New Mariners, Hanover, and New Birmingham—and the historic New Mariners tailings. 

Modern exploration has included soil and rock-chip geochemistry, IP geophysics, LiDAR, RC and diamond drilling, and extensive geological mapping. Work to date highlights multiple untested targets along both the Hanover Shear Zone and the north-south vein corridor, with strong gold-arsenic-antimony signatures typical of the region’s premier gold systems. 

Pheasant Creek 

In addition to the Steiglitz Project, as part of the Transaction the Company will acquire Crossroad’s application for an exploration license on the Pheasant Creek project, as more fully described below. 

The Pheasant Creek project is located approximately 75 km northeast of Melbourne in Victoria State. The large 232 km2 project is comprised of Exploration Licence EL008776. The Pheasant Creek project occurs within the Melbourne Zone of the Tasman Fold Belt, which is composed of Siluro-Devonian sediments and Mid-Devonian granitic intrusions and volcanics and lies which lies immediately south of, and in similar geology to, the Sunday Creek discovery of Southern Cross Gold. The project hosts gold mineralization occurring as epizonal fault-controlled quartz veins sometimes associated with earlier dioritic dykes as (analogous to Sunday Creek), and is characterized by an association with arsenic and antimony (Au-As-Sb), with potentially economic antimony levels of mineralization. 

Known occurrences include: 

  • Kinglake auriferous dyke: strikes east west at 080 degrees and dips north at 70 degrees. It extends for ~2000m and ranges from 4.6 meters to 9.1 meters wide where mapped and it has been worked profitably for gold for 800 meters in length. Two tons of dyke material yielded 18.7 gpt Au when tested. The gold is mostly carried in quartz veinlets up to 15cm in thickness that occur within the dyke. 
  • Captain’s Creek auriferous dyke: located west of the Kinglake Dyke and on the same trend. The dyke and surrounding strata are strongly weathered or hydrothermally altered. The dyke is “highly charged with cubical pyrites, as are also the quartz leaders (veinlets) traversing the dyke”. The mine workings are on private property. 
  • Pheasant Creek dyke is west of the Kinglake and Captain’s Creek dykes and is a soft decomposed diorite dyke averaging 3.7 meters wide and having a north-westerly strike. The dyke was worked along strike by open cuts and an adit. “Gold is contained in quartz and ferruginous veins traversing the dyke.” Alluvial gold is found in the nearby creeks and gullies. 

Further west the Whittlesea goldfield hard rock gold prospects known as Timm’s No.1, Timm’s No.2 Reef and King’s Reef. The Timms No.1 Reef strikes east-west. They have had no modern exploration and have no historic reports or production figures. The old workings occur on private property. 

A grid-based soil sampling program is proposed to indicate surface extent of the pathfinder elements and gold mineralization associated with the dykes. 

Transaction Summary 

The Transaction will be effected by way of a statutory amalgamation between Crossroads and a newly formed wholly-owned subsidiary of the Company and is subject to a number of conditions, including receipt of all necessary shareholder and regulatory approvals, completion of the grant and transfer of certain licenses, approval of the Exchange in respect of listing the Company’s shares following the completion of the Transaction, as well as the completion of the Financing (defined and discussed below). Securities issued as part of the consideration for the Transaction will be subject to a hold period of 4 months plus 1 day from the date of closing of the Transaction. The Company is at arms-length with Crossroads and its shareholders. 

Additional details of the Transaction, including details of the combined company officers and directors will be contained in future news releases. Full details of the Steiglitz Project, Crossroads and the post-Transaction Company will be contained in a listing statement to be filed with the Exchange and on SEDAR+. 

Financing 

The Company is also pleased to announce that, through its wholly owned subsidiary (“FinCo”), it has entered into an agreement with Red Cloud Securities Inc. to act as lead agent and sole bookrunner on behalf of a syndicate of agents (collectively, the “Agents”) in connection with the sale of up to 25,000,000 subscription receipts of FinCo (the “Subscription Receipts”) at a price of C$0.20 per Subscription Receipt (the “Offering Price”) on a “best efforts” private placement basis for gross proceeds of up to C$5,000,000 (the “Financing”). The Agents have the option to sell up to an additional 5,000,000 Subscription Receipts at the Offering Price for additional gross proceeds of up to C$1,000,000. Each Subscription Receipt will automatically convert into one common share of the Company upon satisfaction of the escrow release conditions of the Transaction. The Subscription Receipts are not eligible for RRSPs, RRIFs, RDSPs, RESPs, TFSAs and DPSPs. 

The proceeds from sale of the Subscription Receipts will be used for the exploration and development of the Stieglitz Project, to pay the costs of the Transaction (including the Agent’s Commission), and for general and administrative purposes. 

The Subscription Receipts shall be subject to an indefinite hold period. The common shares of the Company issued on conversion of the Subscription Receipts following the completion of the Transaction will not be subject to a statutory hold period in Canada. Purchasers are advised to consult their own legal advisors in this regard. 

The Subscription Receipts will be marketed (i) to investors in each of the provinces of Alberta, British Columbia, Manitoba, Ontario, Québec and Saskatchewan on a private placement basis; (ii) to investors in the United States pursuant to available exemptions from the registration requirements of the United States Securities Act of 1933, as amended; and (iii) to investors resident in jurisdictions outside of Canada and the United States, in each case in accordance with all applicable laws provided that no prospectus, registration statement or similar document is required to be filed in such foreign jurisdiction. 

The Company will pay to the Agents a cash commission equal to 6.0% of the aggregate proceeds of the Financing (other than in respect of sales to those purchasers on the President’s List in which case a cash commission of 2.0% shall be payable) (the “Agents’ Fee”). The Company will also issue to the Agents non-transferable broker warrants of the Company (the “Broker Warrants”), exercisable at any time to the day that is 36 months from the closing of the Transaction, to acquire in aggregate that number of common shares of the Company equal to 6.0% (reduced to 2.0% in respect of sales to purchasers on the President’s List) of the number of Subscription Receipts sold pursuant to the Financing at an exercise price per share equal to the Offering Price. 

Qualified Person 

The scientific and technical information contained in this news release was reviewed and approved by Andrew Hamilton, P.Geo who is a “Qualified Person” (as defined in National Instrument 43-101 – Standards of Disclosure for Mineral Projects). Andrew Hamilton is independent of the Company in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects and has not visited the properties discussed in this disclosure. 

This news release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the U.S. Securities Act, and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements and applicable U.S. state securities laws. 

On behalf of the Board of Directors, 

Brenda Nowak 

Corporate Secretary 

Phone: (604) 609-6110 


Certain statements and information herein, including all statements that are not historical facts, contain forward looking statements and forward-looking information within the meaning of applicable securities laws. Such forward looking statements or information include but are not limited to statements or information with respect to: the proposed Transaction, listing, financing and business plans of the Company, Crossroads and the resulting issuer; the timing of the Transaction; the timing of the Financing; the board of directors and management of the resulting issuer; the satisfaction closing conditions; the completion of the Financing; and the closing of the Transaction. With respect to forward-looking statements and information contained herein, the Company and Crossroads have made numerous assumptions including among other things, assumptions about the ability to close the Transaction and financing, regulatory and stock exchange approval thereof, general business and economic conditions, and anticipated costs and expenditures of the Transaction. The foregoing list of assumptions is not exhaustive. Although management of the Company and Crossroads believe that the assumptions made and the expectations represented by such statements or information are reasonable, there can be no assurance that forward-looking statements or information herein will prove to be accurate. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These factors include, but are not limited to: the Transaction and Financing may not close on the terms set forth herein, or at all; risks relating to the availability of financing for the resulting issuer; risks relating to the receipt of all requisite approvals for the Transaction, including the approval of the stock exchange and other necessary approvals; risks associated with the business of Crossroads given its limited operating history; business and economic conditions in the mineral industry generally; the supply and demand for labour and other project inputs; risks relating to unanticipated operational difficulties (including unanticipated events related to mineral exploration); changes in general economic conditions or conditions in the financial markets; changes in the price of gold and currency exchange; and other risk factors as detailed from time to time. The Company and Crossroads do not undertake to update any forward-looking information, except in accordance with applicable securities laws. No stock exchange nor their regulation services accepts responsibility for the adequacy or accuracy of this news release, which has been prepared by management.