BRISBANE, AUS, May 6, 2026 - (ACN Newswire via SeaPRwire.com) - Adyton Resources Corporation (TSXV: ADY) ("Adyton" or the "Company") is pleased to announce that it has executed an amended Investment and Development Agreement (the "Amended IDA") with East Vision International Holdings Pte. Ltd. and East Vision Group Ltd.), together ("EVIH"), for the development of its Fergusson Island Gold Projects (Wapolu and Gameta) (the "Projects") which amends and restates the original joint venture earn-in agreement (the "IDA") dated May 2, 2024.Under the Amended IDA, EVIH can earn up to a 50% interest in Fergusson Mining Pte. Ltd. (refer Figure 1) through a total investment of up to US$9.5 million (equity), and if required, US$2M (debt) for the development of Wapolu as well as a shareholder loan for the development financing of Gameta.The Amended IDA simplifies the earn-in structure into a single milestone linked to the permitting, pre-development and capital to commence operations at the Wapolu Project. Funding will support equipment purchases, permitting, feasibility work and project development, with a target to commence operations in Q4 2026. Once the funding and development milestones are achieved, EVIH and the Company are expected to each hold a 50% interest in Fergusson Mining Pte. Ltd.As part of the Amended IDA, the Company will grant EVIH up to 4.5M restricted stock units (the "RSUs") in three separate contingent issuances, each 1.5M issuance linked to Gameta pre-development, development and commissioning milestones.Figure 1 below shows the Adyton corporate structure and positioning of the JV within that structure.Tim Crossley, Managing Director and CEO, commented, "This amended agreement simplifies the path to a 50/50 partnership with EVIH while preserving core funding elements to advance the Fergusson Island projects toward production. We believe the revised structure provides simplicity, clarity and equity alignment between the parties as we continue to unlock the value of the Fergusson Island Gold Projects."Gary Wang, CEO of EVIH, commented, "We are very pleased with these amendments, which simplify our agreement with Adyton and provide greater alignment between ourselves and Adyton as we advance the Fergusson Island Projects. We are also encouraged by the constructive discussions which have further strengthened our relationship with Adyton."Figure 1 - Adyton Corporate StructureTo view an enhanced version of this graphic, please visit:https://images.newsfilecorp.com/files/7416/296192_14300a4ed4b5bb58_001full.jpgTerms of the Agreement:Pursuant to the terms of the IDA, EVIH has the right to acquire up to a 50% ownership interest in the Project through a total investment of up to US$9.5 million, with US$8.5 million (the "Initial Investment Amount") to fund Project expenditures and US$1.0 million to be paid to the Company, of which US$500,000 was paid to the Company upon execution of the IDA in May 2024.The Amended IDA revises the structure of EVIH's investment into the Company's subsidiary, Fergusson Mining Pte Ltd. ("FM") (formerly MR Exploration PNG Pte Ltd.) into a two-stage funding arrangement. The Initial Investment Amount of US$8.5 million is to be applied toward the development of the Wapolu Project, including acquisition of all necessary processing and mining equipment, completion of a project feasibility study, other activities required to obtain all necessary licenses, permits, consents and approvals, maintenance of tenements in good standing, and commencement of operations (the "Wapolu Project Commencement") with a nameplate annual capacity rating of 300,000 ROM tonnes gold concentrate by January 31, 2027. EVIH's non-voting Class B shares will convert into voting Class A shares upon funding of the Initial Investment Amount and the Wapolu Project Commencement and reaching name plate capacity, at which point EVIH and the Company are expected to each hold 50% of FM. Within 90 Days of the Wapolu Project Commencement occurring, a sum of US$500,000 is required to be paid to the Company.If the required milestones are not achieved by May 2, 2027, any unconverted Class B shares may be cancelled without consideration. Should the Initial Investment Amount be insufficient to conclude all necessary activities as described above, EVIH may provide a shareholder loan to FM of up to US$2.0 million bearing interest at 10% per annum, at its discretion.The Amended IDA also contemplates a second-stage project financing for the development of the Gameta Project, including undertaking of a full definitive feasibility study and all development work for a mining and processing operation to process at least 2,000,000 ROM tonnes annually, and are expected to be funded through a loan facility provided by EVIH parent, East Vision Group (EVG), bearing interest at 8% per annum (the "EVG Loan Facility"), with interest and principal repayments prioritized from project cash flows prior to distributions to shareholders.In addition, the Company has agreed to grant up to 4,500,000 restricted share units (the "RSU's) to EVIH under its Amended and Restated Non-Option Omnibus Incentive Plan (the "Omnibus Plan"), subject to the following non-market performance-based vesting conditions to be achieved before the earlier of the deadline agreed to each milestone below (if any) or December 31, 2029, being the expiry of the Restriction Period:1,500,000 RSU's will vest upon the completion of the Gameta Feasibility Study to the satisfaction of the MRA by no later than 31 December 2026;1,500,000 additional RSU's will vest upon the granting of the Gameta Mining Lease (ML), the granting of the CEPA Environment Permit (EP) and completion of all land holder consents/approvals to the satisfaction of the MRA;1,500,000 additional RSU's will vest upon the commencement of operations (the "Gameta Project Commencement") of the first of two 1,000,000 ROM tonnes per annum modules with the approved Gameta Feasibility Study of a 2,000,000 ROM tonnes mining processing and export operation prior to 1 May 2028.The transaction is an arm's length transaction and qualifies as an Exempt Transaction under the policies of the TSX Venture Exchange. The Company is not paying any finder fees in connection with the transaction.For further information please contact:Tim Crossley, Chief Executive Officer E‐mail: ir@adytonresources.comPhone: +61 7 3854 2389Phone: +1 778 549 6768Neither 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 press release.ABOUT ADYTON RESOURCES CORPORATIONAdyton Resources Corporation is focused on advancing gold and copper projects in world-class mineral jurisdictions. The Company holds a portfolio of highly prospective assets in Papua New Guinea where it is actively working to expand its existing gold Inferred and Indicated Mineral Resources and build on recent high-grade gold and copper drill results at its 100% owned Feni Island project.Adyton's projects are located on the Pacific Ring of Fire, on accessible island settings that host several globally significant deposits including the Lihir gold mine and Panguna copper-gold mine on Bougainville Island, both in close proximity to Feni, highlighting the district-scale potential of the Company's land package.Feni Island Au-Cu projectThe Feni Island Project currently has a mineral resource prepared in accordance with NI 43-101 dated October 14, 2021, which has outlined an initial inferred mineral resource of 60.4 million tonnes at an average grade of 0.75 g/t Au, for contained gold of 1,460,000 ounces, assuming a cut-off grade of 0.5 g/t Au. See the NI 43-101 technical report entitled "NI 43-101 Technical Report on the Feni Gold-Copper Property, New Ireland Province, Papua New Guinea prepared for Adyton Resources by Mark Berry (MAIG), Simon Tear (MIGI PGeo), Matthew White (MAIG) and Andy Thomas (MAIG), each an independent mining consultant and "qualified person" as defined in NI 43-101, available under Adyton's profile on SEDAR+ at www.sedarplus.ca. Mineral resources are not mineral reserves and have not demonstrated economic viability.Fergusson Island Au projectThe Fergusson Island Project currently has a mineral resource prepared in accordance with NI 43-101, which outlined an indicated mineral resource of 5.0 million tonnes at an average grade of 1.28 g/t Au for contained gold of 206,000 ounces and an inferred mineral resource of 23.2 million tonnes at an average grade of 0.99 g/t Au for contained gold of 733,000 ounces, both inferred and indicated resources used a 0.5g/t Au cut-off grade.See the technical report dated October 14, 2021, entitled "NI 43-101 Technical Report on the Fergusson Gold Property, Milne Bay Province, Papua New Guinea" prepared for Adyton Resources by Mark Berry (MAIG), Simon Tear (MIGI PGeo), Matthew White (MAIG) and Andy Thomas (MAIG), each an independent mining consultant and "qualified person" as defined in NI 43-101, available under the Company's profile on SEDAR+ at www.sedarplus.ca. Mineral resources are not mineral reserves and have not demonstrated economic viability.See the technical report dated January 7, 2026, entitled "NI 43-101 Technical Report on Wapolu Gold Project" prepared for Adyton Resources by Louis Cohalan (MAIG), an independent mining consultant and "qualified person" as defined in NI 43-101, available under the Company's profile on SEDAR+ at www.sedarplus.ca. Mineral resources are not mineral reserves and have not demonstrated economic viability.For more information about Adyton and its projects, visit www.adytonresources.com.To view an enhanced version of this graphic, please visit:https://images.newsfilecorp.com/files/7416/296192_14300a4ed4b5bb58_003full.jpgForward-looking statementsThis press release includes "forward‐looking statements", including forecasts, estimates, expectations, and objectives for future operations that are subject to several assumptions, risks, and uncertainties, many of which are beyond the control of Adyton. Forward‐looking statements and information can generally be identified by the use of forward‐looking terminology such as "may", "will", "should", "expect", "intend", "estimate", "anticipate", "believe", "continue", "plans" or similar terminology. Forward-looking statements in this news release include plans pertaining to the drill program, the intention to prepare additional technical studies, the timing of the drill program, uses of the recent drone survey data, the timing of updating key findings, the preparation of resource estimates, and the deeper exploration of high-grade gold and copper feeder systems. The forward‐looking information contained herein is provided for the purpose of assisting readers in understanding management's current expectations and plans relating to the future. Readers are cautioned that such information may not be appropriate for other purposes.Forward‐looking information are based on management of the parties' reasonable assumptions, estimates, expectations, analyses, and opinions, which are based on such management's experience and perception of trends, current conditions and expected developments, the receipt of any necessary permits, licenses and regulatory approvals in connection with the future development of the projects in a timely manner; the availability of financing on suitable terms for the development; construction and continued operation of the Fergusson Island Project and the Feni Island Project; the ability to effectively complete the drilling program; and Adyton's ability to comply with all applicable regulations and laws, including environmental, health and safety laws.Investors are cautioned that forward-looking statements are not based on historical facts but instead reflect Adyton's management's expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of managements considered reasonable at the date the statements are made. Although Adyton believes that the expectations reflected in such forward-looking statements are reasonable, such information involves risks and uncertainties, and under reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements expressed or implied by Adyton. Among the key risk factors that could cause actual results to differ materially from those projected in the forward-looking statements are the following: impacts arising from the global disruption, changes in general macroeconomic conditions; reliance on key personnel; reliance on Zenex Drilling; changes in securities markets; changes in the price of gold or certain other commodities; change in national and local government, legislation, taxation, controls, regulations and political or economic developments; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected formations pressures, cave‐ins and flooding); discrepancies between actual and estimated metallurgical recoveries; inability to obtain adequate insurance to cover risks and hazards; the presence of laws and regulations that may impose restrictions on mining; employee relations; relationships with and claims by local communities and indigenous populations; availability of and changes in the costs associated with mining inputs and labour; the speculative nature of mineral exploration and development (including the risks of obtaining necessary licenses, permits and approvals from government authorities); and title to properties. Investors are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward‐looking statements. Such forward‐looking information represents management's best judgment based on information currently available. No forward‐looking statement can be guaranteed, and actual future results may vary materially. Readers are cautioned not to place undue reliance on forward-looking statements or information. Adyton Resources Corporation undertakes no obligation to update forward‐looking information except as required by applicable law.To view the source version of this press release, please visit https://www.newsfilecorp.com/release/296192 Copyright 2026 ACN Newswire via SeaPRwire.com. All rights reserved. www.acnnewswire.com
