Kenorland to acquire McVicar, Rottenfish claims

Executive Summary

• Kenorland Minerals Ltd. has entered into purchase agreements to acquire 100% interests in two significant mineral claim packages in Northern Ontario, expanding its Lang Lake and Muskrat Dam projects.
• The acquisition includes 10,200 hectares for the McVicar agreement area (Lang Lake project) and 58,700 hectares for the Rottenfish agreement area (Muskrat Dam project).
• The transactions involve cash payments, share issuances subject to escrow and resale restrictions, milestone payments tied to exploration progress and resource delineation, and net smelter return (NSR) royalties.

Key Details

• McVicar Agreement Area (Lang Lake Project):
  • Acquired 10,200 hectares of mineral claims within the Birch-Uchi subprovince.
  • Consideration includes:
    • $100,000 cash payment upon signing.
    • $250,000 in common shares, subject to a six-month escrow.
    • $1,000,000 milestone payment upon delineation of an NI 43-101 compliant mineral resource exceeding 2 million ounces of gold (or equivalent).
  • Royalty: 1.0% NSR on acquired claims; 0.5% may be repurchased for a one-time cash payment of $1,000,000.
• Rottenfish Agreement Area (Muskrat Dam Project):
  • Acquired 58,700 hectares of mineral claims within the Muskrat Dam greenstone belt.
  • Consideration includes:
    • $150,000 cash payment upon signing.
    • 1.0% NSR on acquired claims; 0.5% may be repurchased for a one-time cash payment of $1,000,000.
    • Milestone payments:
      • $100,000 upon completion of the first field program.
      • $150,000 upon completion of the first drill hole.
      • $300,000 upon delineation of an NI 43-101 compliant mineral resource of at least 1 million ounces of gold (or equivalent).
      • $500,000 upon a production decision on the property.
      • Additional $1,000,000 cash payment upon a production decision on claims comprising the Rottenfish agreement area.
  • Up to 75% of each milestone payment may be satisfied via share issuance, subject to TSX Venture Exchange approval.
• Share Issuance Terms:
  • Deemed issuance price equivalent to the market price at the time of issuance.
  • Shares subject to a four-month-and-one-day resale restriction.
  • Transactions subject to TSX Venture Exchange approval.
  • Constitutes a non-cash transaction under investor rights agreements with Sumitomo Metal Mining Canada Ltd. and Centerra Gold Inc., triggering participation rights for these entities.
• Project Geological Context & Exploration Plans:
  • Lang Lake Project: Consolidated to 84,000 hectares. Located in the Archean Superior craton, adjacent to the Dorothy, Dobie, and Golden Patricia deposits. Historical data identified a ~2km trend of anomalous gold. Phase 1 lidar surveys partially completed; Phase 2 plans include ~2,000 soil samples.
  • Muskrat Dam Project: Consolidated to 142,500 hectares. Located along strike from the Musselwhite gold mine. Historical data identified prospective targets, including the Eldor Kippey occurrence with historical grab samples up to 139.2 g/t Au, trench results >15 g/t Au, and drill intercepts of 50.23 g/t Au over 0.4m and 6.38 g/t Au over 2.4m. Phase 1 lidar surveys planned; Phase 2 plans include ~4,400 soil samples.
• Qualified Person: Janek Wozniewski, BSc, PGeo, Vice-President of Operations, has reviewed and approved the scientific and technical information.