Oronova to acquire Cameron gold deposit in Ontario

Executive Summary

• Oronova Energy Inc. will acquire 100 % of Cameron Gold Operations Ltd. (SubCo) for a total consideration of $27 million, creating the new entity Seva Mining Corp.
• The transaction is funded by a $5 million cash payment, issuance of 80 million common shares to First Mining at $0.25 per share, and an up‑to‑$2 million ore‑stockpile earn‑out; an additional 2.8 million “administration fee” shares will be issued.
• Prior to closing, the company plans a non‑brokered private placement of up to 60 million FinCo shares at $0.25 per share for gross proceeds of up to $15 million to finance exploration, transaction costs and working capital.

Key Details

• Acquisition Target: Cameron Gold Operations Ltd., wholly owned by First Mining Gold Corp., holding the Cameron gold deposit (≈53,000 ha) in north‑western Ontario.
• Purchase Price: $27 million total consideration:
• Cash payment of $5 million at closing.
• Issuance of 80 million common shares to First Mining (valued at $0.25 per share).
• Potential additional payments ≥$2 million under an ore‑stockpile agreement prior to closing.
• issuance of 2.8 million “administration fee” shares to certain parties.
• Financing – Private Placement:
• Up to 60 million FinCo shares at $0.25 per share.
• Gross proceeds target: up to $15 million.
• Proceeds earmarked for exploration of the Cameron project, transaction costs, and general working capital.
• Historic Resource (2017) – Reference Only:
• Measured + Indicated: 464,000 oz Au @ 2.61 g/t (5.5 Mt).
• Inferred: 530,000 oz Au @ 2.54 g/t (6.5 Mt).
• Not a current resource; requires verification by a qualified person.
• Notable Historical Drill Intercepts:
• 18 m @ 21.36 g/t Au (DB‑08‑07, Dubenski)
• 12 m @ 28.56 g/t Au (DB‑08‑09, Dubenski)
• 7.5 m @ 29.9 g/t Au (DP‑07‑42, Dogpaw)
• 3.6 m @ 11.99 g/t Au (DP‑07‑55, Dogpaw)
• 46.8 m @ 4.51 g/t Au (MC‑02‑05, East Cedartree)
• 18.8 m @ 5.44 g/t Au (MC‑02‑13, East Cedartree)
• Infrastructure: Year‑round road access via Highway 71; proximity to hydroelectric power and service centres (Sioux Narrows, Kenora); 88 km from New Gold’s Rainy River mine.
• Corporate Changes on Closing:
• Company will be renamed Seva Mining Corp.
• Board of directors to be reconstituted; First Mining becomes the largest shareholder.
• Regulatory/Trading Impact: TSX‑V trading halted pending completion of the reverse takeover and related filings; halt will remain until approvals are obtained.
• Qualified Person Review: Technical content reviewed and approved by Carl Ginn, P.Geo., independent consultant (NI 43‑101).

Notable Quotes

“Our team brings a proven track record of discovery and development to an underexplored district like Cameron… we have the confidence and expertise to drive a high‑impact exploration program designed to unlock and expand the true value of this emerging gold belt.” – Geir Liland, President & CEO, Oronova Energy Inc.