Omega Pacific Acquires 100% of Williams Property

Executive Summary

• Omega Pacific Resources completed a second amendment to its Option/JV agreement with CopAur Minerals, acquiring the remaining 49% of the Williams Property for 3.3 million Omega shares, bringing total consideration to 6.3 million shares, $1.05 M cash and $2.1 M in incurred exploration expenditures.
• Closing is subject to CSE approval and is expected on or before December 4 2025; post‑closing the company commits to spend $5 M in exploration on the property by Dec 31 2027.
• The Williams Property hosts a bulk‑tonnage gold system (e.g., 1.69 g/t Au over 104 m and 2.16 g/t Au over 96.9 m) with multimillion‑ounce potential, positioning Omega for aggressive exploration to unlock value.

Key Details

• Original Option Agreement (Feb 29 2024): Allowed Omega to earn up to 100% of the Williams Property.
• First Amendment (Aug 28 2024): Reduced cash spend for 51% interest from $3 M to $2 M; increased spend for 80% interest from $3 M to $4 M, all due by Feb 28 2027.
• Exercise of Option (Nov 12 2024): Omega exercised option to acquire a 51% interest.
• Second Amendment Agreement (Nov 20 2025): Replaces prior agreement; Omega acquires remaining 49% for 3,300,000 Omega shares.
• Total Consideration for 100% Ownership:
• Shares: 6,300,000 Omega shares
• Cash: $1,050,000
• Exploration Expenditures Incurred to Date: $2,100,000
• Closing Conditions: Subject to CSE approval; expected on or before Dec 4 2025.
• Post‑Closing Covenant: Omega must incur $5,000,000 in exploration expenditures on the Williams Property by Dec 31 2027.
• Exploration Highlights (2024 Drill Program):
• Hole WM24‑01 – 1.69 g/t Au over 104 m
• Hole WM22‑02ext – 2.16 g/t Au over 96.92 m
• Bulk‑tonnage gold system confirmed; mineralization open in all directions with historic intercepts extending >600 m east and surface anomalies >800 m west of drill collars.
• Property Overview: 11,489 ha in BC’s Toodoggone District (Golden Horseshoe); key prospects GIC and T‑Bill; target zone ~1,400 m × 400 m at GIC with multimillion‑ounce gold‑copper potential.
• Management Comments:
• Jason Leikam (CEO, Omega Pacific) emphasized the “expedited acquisition,” the strategic partnership with CopAur, and plans for aggressive exploration to unlock value.
• Conrad Swanson (Chairman, CopAur) highlighted increased equity exposure and confidence in Omega’s technical ability to develop Williams.

Notable Quotes

• Jason Leikam, CEO: “With the closure of this transaction, we welcome CopAur as a significant shareholder… Both companies are convinced Williams holds tremendous, untapped mineral value…”
• Conrad Swanson, Chairman (CopAur): “The transaction accomplishes two objectives: it increases our equity in Omega Pacific and thereby our exposure to the development of the Williams Property…”