Carlin Gold Corporation intends to create and spin-out a 5.00% net smelter return royalty on its Cortez Summit Property in Nevada into a wholly-owned subsidiary named SpinCo.

Under the proposed transaction, the company plans to distribute shares of SpinCo to shareholders through a plan of arrangement under the Business Corporations Act of British Columbia. The spin-out remains subject to the finalization of definitive agreements, title diligence, applicable court and shareholder approvals, and acceptance from the TSX Venture Exchange. Carlin Gold aims to complete the arrangement in 2026, though the structure remains conditional, with no assurance that the plan will proceed on the outlined terms or at all.

Previous disclosures classified the 11-square-kilometre Cortez Summit asset as a 100% owned property held directly by Carlin Gold without an overlaying royalty structure. The property is contiguous with Barrick Mining Corporation and Nevada Gold Mines on all sides, positioned approximately one kilometre east of the high-grade Fourmile resource boundary.

The corporate restructuring follows a private placement completed in April 2026 that grossed $2.16 million and left the exploration company with approximately $2.8 million in cash. Carlin Gold also holds approximately $2 million in strategic equity holdings in Snowline Gold Corp. and Fireweed Metals Ltd.

Alongside the proposed spin-out, Carlin Gold has entered into a 12-month digital marketing agreement with Danayi Capital Corp. dated August 24, 2026. Under the terms of the agreement, Danayi will provide pay-per-click advertising, email campaigns, and social media distribution services in exchange for up to US$100,000 for an initial campaign and an additional US$100,000 for ongoing efforts, subject to TSX Venture Exchange acceptance.

Read the full announcement: Carlin Gold Announces Proposed Spin-Out of a 5.0% Net Smelter Return Royalty on its Cortez Property to Shareholders