Orecap Closes Sale of Mirado and Acquires 19.9% of Kirkland Lake Discoveries Corp.

Executive Summary

• Orecap Invest Corp. closed the sale of its 100% owned Mirado Gold Project to Kirkland Lake Discoveries Corp. (KLDC) in exchange for a 19.9% equity stake in KLDC.
• The transaction gives Orecap exposure to KLDC’s >40,000 ha land package—the largest holder in the Kirkland Lake region, and adds to its existing material holdings in Stardust Metal (13.9%).
• Consideration consists of 40,582,767 KLDC common shares, subject to a four‑month statutory hold period and a twelve‑month contractual lock‑up.

Key Details

• Consideration: 40,582,767 KLDC common shares representing 19.9% of issued & outstanding shares (partially diluted).
• Hold Restrictions: Statutory four‑month hold; additional 12‑month lock‑up period.
• Regulatory: Transaction pending TSXV final approval; no finder's fees payable.
• Early Warning Report: Filed pursuant to NI 62‑103, disclosing the share issuance and ownership percentages.
• Portfolio Impact: Orecap now holds equity positions in:
• Stardust Metal – 13.9% (4,941,795 shares)
• KLDC – 19.9% (40,582,767 shares)
• Other holdings include American Eagle Gold (6.0%), Awale Resources (6.2%), Auriginal Mining (16.2%), XXIX Metal Corp. (5.7%), Metal Energy (3.6%).
• Strategic Rationale: Shifts Orecap’s focus from direct land ownership to equity stakes in exploration companies, retaining upside on Mirado through KLDC’s operational capabilities.
• Future Flexibility: Orecap may adjust its KLDC shareholding via market purchases or private agreements, subject to market and company conditions.

Notable Quotes

“As we close the sale of Mirado, we continue to retain upside through our material ownership in Kirkland Lake Discoveries… This investment represents us doubling down on our belief that Kirkland Lake is and continues to be one of Canada’s premier gold jurisdictions.” – Stephen Stewart, Chairman & CEO, Orecap Invest Corp.