Mistango River to rebrand as Stardust, option McGarry

Executive Summary

• Mistango River Resources Inc. is undergoing a major corporate transformation, rebranding as Stardust Metal Corp. and consolidating its shares (1-for-5 ratio), with the change expected to take effect on November 21, 2025, subject to CSE approval.
• The company entered a binding letter of intent to acquire up to a 75% interest in the McGarry gold project from Orecap Invest Corp., leveraging synergies with its existing Omega project in the Kirkland Lake gold camp.
• The acquisition involves a two-step option structure: spending $13.0 million over four years to earn 50%, followed by an option to pay $50 million cash for an additional 25% interest within two years of completing the first option.

Key Details

• Corporate Rebranding: Name change from Mistango River Resources Inc. to Stardust Metal Corp.
• Share Consolidation: 1 new common share for every 5 existing common shares.
• Post-Consolidation Share Count: Approximately 35,656,368 common shares issued and outstanding.
• New Ticker Symbol: ZIGY (expected to commence trading Nov 21, 2025).
• New CUSIP: 854947108.
• Target Asset: McGarry Project (100% owned by Orecap Invest Corp.), located <5 km west of Mistango's Omega project.
• Option 1 Terms (Earn 50%):
  • Total Commitment: $13.0 million over 4 years.
  • Cash Component: $500,000 in milestone payments.
  • Work Obligation: $12.5 million (specifically including expenditures for identifying resources in tailings within the McGarry property).
  • Result: Formation of a joint venture with Mistango as operator.
• Option 2 Terms (Earn Additional 25%):
  • Cash Payment: $50 million.
  • Exercise Window: Within two years from the completion of Option 1.
• Asset Synergies & Potential:
  • McGarry: Historical underground gold resource, established mining infrastructure (shaft and headframe).
  • Tailings Potential: McGarry hosts historical Kerr Addison tailings (73 hectares, >1 million tonnes per vertical metre). Kerr Addison historically produced 11 million ounces at 9 g/t. Potential for early, accessible ounces.
  • Omega: High-value near-surface ounces and tailings reprocessing potential.
  • Strategic Location: Located in the Kirkland Lake gold camp on the Cadillac Break, adjacent to major operators including Agnico Eagle (Upper Beaver, Macassa), Gold Candle (Kerr-Addison), Pan American Silver (Larder), and Barrick.
• Governance & Related Party Details:
  • Transaction is non-arm's length under TSX Venture Exchange policies and a related-party transaction under MI 61-101.
  • Orecap holds ~13.9% of Mistango shares.
  • Directors/officers of Mistango are also directors/officers/shareholders of Orecap (owning 15,746,572 Orecap shares).
  • MI 61-101 requires disinterested shareholder approval (special meeting expected early 2026).
  • Company expects exemption from formal valuation requirement.
  • No finders' fees paid.
• Technical Work: Company is rebuilding and validating historical drilling databases to produce new NI 43-101 compliant resource estimates for McGarry and Omega at modern gold prices.

Notable Quotes

• None explicitly quoted in the text, though the text contains statements from the company regarding the strategic rationale.