Aya Gold & Silver Inc. (TSX: AYA) (NASDAQ: AYA) is pleased to announce that it has entered into a term sheet with Sama Resources Inc. (TSX-V: SME) regarding the proposed sale of its Azegour project in Morocco in exchange for common shares of Sama. Azegour is a brownfield, polymetallic copper-tungsten-molybdenum (Cu-W-Mo) project located in the Western High Atlas of Morocco, 80 kilometers south-southwest of Marrakech.

The Transaction would streamline Aya’s project portfolio. Upon closing, Aya expects to hold up to 19.11% of Sama’s issued and outstanding shares.

“As we continue to build our portfolio in Morocco and expand our footprint, we are taking a disciplined approach to portfolio management,” said Benoit La Salle, President & CEO. “The proposed sale of Azegour allows us to focus on our core priorities, while maintaining exposure to Azegour’s future potential through our shareholding in Sama.”

Transaction

Under the proposed terms, Sama would acquire a newly incorporated wholly owned subsidiary of Aya which, through its subsidiaries, would hold the mining titles and related assets comprising the Azegour project, including two mining licenses and two exploration permits. Prior to closing, Aya would arrange for the transfer of the mining titles to the relevant subsidiary. Aya would also grant Sama a license to the intellectual property associated with the surrounding geographic region, including relevant exploration information and data, and provide transitional legal, financial, management and geological support for one year following closing.

The consideration would be payable entirely in common shares of Sama, with the number of shares representing up to 19.11% of Sama’s issued and outstanding shares following issuance.

The Transaction remains subject to certain conditions, including the execution of a definitive agreement and receipt of applicable regulatory approvals.

About Aya Gold & Silver Inc.

Aya Gold & Silver is a Canadian precious metals mining company anchored in Morocco and active across the full mining value chain. The Company has established an exploration track record through a systematic, technology-led, data-driven approach and is focused on expanding its resource base and land package along the Anti-Atlas fault — one of Africa’s most geologically rich, underexplored and mining-friendly regions.

Aya operates Zgounder, a rare, silver-only mine, producing silver doré from its new processing facility. Aya’s growth pipeline includes the Boumadine polymetallic project, where feasibility study work is underway, and which hosts a sizable mineralized footprint, and potential for further discovery.

Led by a proven team of mining professionals, Aya is guided by a vision of responsible mining and is committed to delivering sustainable value for shareholders, employees and host communities.