Core Viewpoint - Pasinex Resources Limited has issued 28,766,306 common shares to creditors in exchange for C$2,157,473 of outstanding debt, aiming to improve its financial position by reducing liabilities [1][2]. Group 1: Shares for Debt Transaction - The Shares for Debt Transaction involves the issuance of Settlement Shares at a price of $0.075 per share, in compliance with Canadian Securities Exchange policies [1]. - All Settlement Shares will be subject to a four-month hold period from the closing date under applicable Canadian securities laws [2]. Group 2: Related Party Transaction - The issuance of Settlement Shares to certain creditors constitutes a related party transaction, as 151 Ontario is controlled by the Company's Chairman, Larry Seeley, and Joachim Rainer is a Director [3]. - The Company is relying on exemptions from valuation and minority shareholder approval requirements, as neither the fair market value of the Settlement Shares nor the Debt exceeds 25% of the Company's market capitalization [3]. Group 3: Company Overview - Pasinex Resources Limited is a zinc-focused mining company based in Toronto, owning 50% of a producing high-grade zinc mine in Türkiye and holding a 51% interest in a high-grade zinc exploration project in Nevada [4]. - The Company has recently secured an option to acquire a 100% interest in a lead-zinc operating license in Türkiye, indicating potential for near-term profitability and major zinc discoveries [4]. - Pasinex is led by a seasoned management team with extensive experience in mineral exploration and mine development, focusing on high-grade ore extraction and value creation for stakeholders [4].

Core Viewpoint - Pasinex Resources Limited reported significant financial losses for the year ended December 31, 2024, and the first quarter of 2025, primarily due to decreased production and legal disputes affecting operations [4][5][8]. Financial Results - For the year ended December 31, 2024, Pasinex recorded a consolidated net loss of approximately $2.65 million, compared to a loss of $0.31 million in 2023, reflecting lower equity gains and higher costs [4]. - The share of net equity gain from the joint venture was $143,147 in 2024, down from $1.8 million in 2023 [4]. - In Q1 2025, the company reported a net loss of approximately $0.89 million, compared to a net income of $0.29 million in Q1 2024 [5][8]. - Total assets as of March 31, 2025, were approximately $3.39 million, while total liabilities increased to $5.31 million [5]. Operational Highlights - Zinc product mined in 2024 was 3,601 wet tonnes, a decrease from 8,061 tonnes in 2023, primarily due to decreased mineral reserves and paused exploration activities [4]. - The average grade of zinc sulphide product sold improved to 51.5% in 2024 from 48.9% in 2023 [4][7]. - In Q1 2025, 653 wet tonnes of zinc were mined, down from 1,503 tonnes in Q1 2024, with no sales occurring during this quarter [5][8]. Legal and Strategic Developments - The company is pursuing legal actions to resolve outstanding receivables of approximately $37.7 million owed by Akmetal [11]. - Pasinex is progressing with the Sarikaya License acquisition, with an option to acquire 100% of this high-potential zinc property by October 18, 2025 [6][13]. - The company is in discussions for a private equity placement to fund the Sarikaya property and other high-grade zinc projects [10]. Safety and Environmental Performance - Horzum AS achieved a zero-fatality year at the Pinargozu Mine, logging 99,752 fatality-free hours and reporting reductions in serious and lost-time injuries compared to 2023 [7].

Core Viewpoint - Pasinex Resources Limited has received a Failure to File Cease Trade Order from the British Columbia Securities Commission due to delays in filing its audited annual consolidated financial statements for the year ended December 31, 2024 [1][2] Group 1: Regulatory Actions - The Failure to File Cease Trade Order (FFCTO) prohibits trading of the Company's securities in Canada, including common shares on the Canadian Securities Exchange [1] - The FFCTO was issued because the Required Documents, including the audited financial statements and Management's Discussion and Analysis, were due by April 30, 2025, but were not filed on time [2] Group 2: Reasons for Delay - The delay in filing is attributed to internal changes, including the resignation of the Chief Financial Officer in late 2024 and the appointment of a new auditor and CFO in early 2025 [3] - Changes in leadership and component auditors at Pasinex AŞ, the Company's Turkish subsidiary, have also contributed to the delays in completing the audit [3] Group 3: Company Response - The Company is actively working with its accounting staff and external auditors to complete the audit and expects to file the Required Documents shortly [4] - The FFCTO will remain in effect until the Required Documents are filed, and the Company has confirmed that the order will be lifted promptly upon completion of these filings [4] Group 4: Company Overview - Pasinex Resources Limited is focused on developing a profitable zinc mining operation, with high-grade zinc deposits in Türkiye (25% to 50% zinc) and Nevada (14% to 24% zinc) [5] - Over the past decade, the joint venture in Türkiye has produced over 160 million pounds of zinc, generating more than $125 million CAD in sales from mining over 200,000 tonnes of ore with grades between 30% and 50% zinc [5] - The Company is advancing high-grade zinc properties, such as Sarikaya, and holds a 51% interest in the Gunman Project in Nevada [5]