Quimbaya Gold Inc. announced on August 19 that it had granted 37 Capital Inc. an exclusive option to acquire 100% of its non-core Berrio project, located in Puerto Berrío in the department of Antioquia, Colombia. The agreement is dated August 18, 2026 and provides for total consideration of up to US$3.75 million in cash and shares if the option is exercised. The project comprises mining concession contract No. 6822 of approximately 1,218.88 hectares together with five related mining concession applications.
An option agreement of this kind gives the buyer a fixed period — here 12 months — to decide whether to complete the purchase, during which it makes non-refundable payments to hold the right. 37 Capital is to pay a first deposit of US$100,000 and a second of US$150,000, US$250,000 in aggregate, over the option period. These amounts are not returned if 37 Capital elects not to proceed.
On exercising the option, 37 Capital would issue 7,600,000 of its common shares to Quimbaya at a deemed price of C$0.10 per share, with the balance of the purchase price settled in cash at closing. Quimbaya said the arrangement would leave it holding an approximate 19.9% equity interest in 37 Capital, and that no Quimbaya shares are issued in the transaction, making it non-dilutive to Quimbaya shareholders.
The absence of any Quimbaya share issuance is the feature the company emphasised. Rather than raising equity — which would dilute existing holders — Quimbaya realises value from a peripheral licence through cash, paper in the acquirer and a retained minority stake. The 19.9% level sits just under the 20% mark that commonly separates a passive holding from one treated as significant influence; the release does not explain the choice of figure.
Quimbaya described the transaction as disciplined capital allocation, converting a non-core asset into cash while retaining upside through its stake in 37 Capital. The company's stated focus is its flagship Tahami project in the Segovia Gold District, where it said first drill results from the Tahami Center are expected in the third quarter of 2026. Berrio is peripheral to that programme.
Completion of any sale is subject to exercise of the option and to customary conditions, including acceptance by the Canadian Securities Exchange. The release does not break down how much of the up-to-US$3.75 million total is cash versus the value ascribed to the 7,600,000 shares, nor does it state a valuation for the Berrio licences, so the headline figure is a maximum rather than a confirmed price.
Optioning out a non-core project for staged, non-refundable deposits is a recurring pattern among junior explorers managing thin treasuries: it brings in cash without an equity raise and parks the exploration risk with a counterparty. For 37 Capital, the deal adds a Colombian gold licence on deferred terms; for Quimbaya, it tidies the portfolio around Tahami.