Mineral Road Acquires Golcap Shares in Exchange for ROAD Shares

Executive Summary

• Mineral Road Discovery Inc. issued 5,000,000 units to Mineral Road Partners at a deemed price of $0.10 per unit, raising $500,000 in gross consideration.
• Each unit includes one common share and one warrant (exercise price $0.20, expiring 12/29/2027). All securities are subject to a 4‑month‑plus‑1‑day hold period ending 04/30/2026.
• Concurrently, the Company acquired 2,000,000 Golcap Resources common shares from MR Partners for $0.25 per share, also valued at $500,000.

Key Details

• Units Issued: 5,000,000 units @ $0.10/unit = $500,000 total consideration.
• Unit Composition: 1 common share of Mineral Road Discovery + 1 share purchase warrant per unit.
• Warrant Terms: Exercise price $0.20, exercisable for two years, expiration December 29, 2027.
• Hold Period: Securities subject to a four‑month‑and‑one‑day hold period expiring April 30, 2026 per securities law requirements.
• Share Acquisition: Purchased 2,000,000 Golcap Resources Corp. (CSE: GCP) common shares from MR Partners at a deemed price of $0.25/share, total value $500,000.
• Exemptions Utilized: Relied on MI 61‑101 exemptions for minority approval and valuation due to the relationship with MR Partners.
• Related Parties: MR Partners is controlled by Damien Reynolds (Interim CEO, Executive Chairman, and director of Mineral Road Discovery).

Notable Quotes

(No executive quotes were provided in the release.)