10:46 AM EDT, 05/09/2025 (MT Newswires) -- Helius Minerals (HHH.V) on Friday announced that the shareholders of Colossus Minerals on May 2 passed a special resolution approving the sale of all of the shares of Colossus Mineracao Ltda. and Mineracao Fazenda Monte Belo Ltda. to Helius.

A statement noted the shares represent all or substantially all of Colossus' property, including a 75% beneficial interest in the partnership called Serra Pelada-Companhia de Desenvolvimento Mineral (SPCDM), that holds a 100% interest in the Serra Pelada gold-platinum-palladium mining project in Brazil.

Helius previously said it had entered into a definitive exclusivity, share option and acquisition agreement with Colossus, which provided Helius with a 12-month exclusivity period to conduct financing for undertakings. Helius completed the financing on April 10, 2025.

Upon Helius' satisfaction of the Organizational Period Requirements, and upon receipt of conditional approval from the TSX Venture Exchange, a statement noted Helius could elect, in its sole discretion, to deliver notice to Colossus of its decision to proceed with an irrevocable option to purchase all shares of the target companies, and all of the intercorporate loans and all interest accrued thereunder owed by the target companies to Colossus, if any. If Helius exercises this option within six months of the date of delivery of the option notice, both Helius and Colossus would proceed with closing of Helius' purchase of the target companies' shares and any intercompany debt.

Helius also said that it received approval from the holders of Colossus' existing senior secured convertible notes in an aggregate principal amount of US$4 million to exchange those notes for amended senior secured convertible notes that Helius would issue to the noteholders in exchange for the existing debt.

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