Exploits Completes Sale of Newfoundland Claims to New Found Gold

Executive Summary

• Exploits Discovery Corp. closed the sale of 100% of its central Newfoundland mineral claims to New Found Gold Corp., receiving approximately $11.8 M in NFG common shares and a 1.0% NSR royalty.
• Contingent consideration could add ~725,543 additional NFG shares (~$3.0 M) pending a favorable court ruling on disputed claims.
• The transaction provides Exploits with roughly $13 M of cash‑plus‑stock, repositioning it as a focused Québec‑Ontario gold exploration company with ~680,000 ounces of historical resources.

Key Details

• Consideration Received: 2,821,556 NFG common shares at CAD $4.18/share (closing price Dec 4 2025) → ≈ CAD $11.8 M.
• Royalty Grant: 1.0% net smelter return royalty on certain Newfoundland claims; NFG holds an option to purchase 0.5% of this royalty for CAD $750,000 (three‑year term).
• Contingent Shares: Up to 725,543 additional NFG shares (~CAD $3.0 M) if the Supreme Court of Newfoundland and Labrador issues a positive final determination on disputed claims within 10 business days.
• Hold Period: The NFG shares are subject to a four‑month statutory hold expiring April 6 2026.
• Pro Forma Cash Position: Approximately CAD $13 M (cash + NFG shares) post‑transaction.
• Retained Assets: Exploits retains mineral claims at Mount Peyton and True Grit in Newfoundland.
• Strategic Focus Post‑Sale: Four cornerstone gold projects in Québec/Ontario – Fenton, Wilson, Benoist, and Hawkins – collectively hosting ~680,000 ounces of historical gold resources (NI 43‑101 “historical estimates”).
• Historical Resource Highlights:
• Hawkins: 328,800 oz Au (inferred) from 6.2 Mt @ 1.65 g/t Au.
• Benoist: 120,100 oz Au (indicated) and 102,700 oz Au (inferred).
• Fenton: 63,885 oz Au (non‑NI 43‑101 estimate).
• Wilson: 187,706 t @ 7.1 g/t Au (non‑NI 43‑101 estimate).

Notable Quotes

• “We have transformed our Newfoundland land position into a strategic stake in New Found Gold that… represents roughly $11 million of value for our shareholders while maintaining meaningful long‑term upside through both equity and a royalty.” – Jeff Swinoga, President & CEO
• “With a focused portfolio, a strong technical team, and a clear plan to grow those historical ounces, we believe Exploits offers excellent leverage to exploration success.” – Jeff Swinoga, President & CEO