Graycliff Exploration (CSE:GRAY) to Acquire Assets Related to Shakespeare Project

Toronto, Ontario — February 26, 2026 — Leads & Copy — Graycliff Exploration Limited (CSE: GRAY) (OTC Pink: GRYCF) (FSE: GE0) has entered into an arm’s length asset purchase agreement with Mona McKinnon to acquire geologic data, core, pulp and material related to the Company’s Shakespeare Project.

The agreement, dated February 26, 2026, involves the acquisition of assets from McKinnon, referred to as the “Vendor”, in exchange for 2,300,000 common shares of Graycliff, referred to as the “Consideration Shares”. The shares are priced at $0.14 each, and will be issued upon closing to the Vendor or their nominee as specified in the agreement.

The Consideration Shares will be subject to voluntary resale restrictions, expiring in four stages: 25% will be released four months and a day after the closing date, another 25% six months after closing, 25% nine months after closing, and the final 25% twelve months after closing.

Arndt Roehlig, President and CEO of Graycliff, stated that the acquisition will guide the next steps at the Shakespeare gold project.

Completion of the Acquisition is contingent upon standard conditions, including those outlined in the Agreement and approval from the Canadian Securities Exchange.

Graycliff Exploration is focused on its 1,468 hectares of prospective ground located roughly 80 kilometres west of Sudbury on the Canadian Shield. The Shakespeare Project includes one crown patented lease, two crown leases and 40 claims on a property associated with the historic Shakespeare Gold Mine. Graycliff has drilled over 12,500 metres at Shakespeare, with visible gold identified in a significant number of holes.

James Macintosh is Chairman of the Board of Directors.

Source: Graycliff Exploration Limited

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