Orecap Provides Clarifying Corporate Update
Executive Summary
- Orecap Invest Corp. clarifies that it no longer intends to spin out any of its existing gold assets into newly formed subsidiaries; only future, not‑yet‑owned opportunities could be considered.
- The company confirms the December 18 2025 sale of the Mirado Gold Project to Kirkland Lake Discoveries Corp., receiving a 19.9% equity interest in that entity.
- Orecap announces a newly identified, large ultramafic geophysical target at its 100%-owned McGarry Property and outlines the pending transaction with Stardust Metal Corp. (up‑to $63.5 M investment for a 75% interest) and planned ANT seismic survey.
Key Details
- Spin‑out Strategy Change
- Original April 2025 plan to spin out existing assets into wholly‑owned subsidiaries has been abandoned.
- No current intention to contribute any of Orecap’s existing land packages or projects to the “New Issuers.”
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Future spin‑outs, if contemplated, would require board, shareholder, regulatory and exchange approvals.
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Corporate Structure Updates
- Three new wholly‑owned subsidiaries (“New Issuers”) were incorporated in May 2025; a plan of arrangement completed on September 29 2025 spun these to existing shareholders.
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Prior statements that the New Issuers “will be future TSX listed juniors” are withdrawn; any listing applications remain discretionary.
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Mirado Gold Project Sale
- Completed December 18 2025 sale to Kirkland Lake Discoveries Corp. (arm’s‑length party).
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Consideration: Orecap received a 19.9% equity stake in Kirkland Lake Discoveries Corp.
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McGarry Property – Ultramafic Target
- Large, never‑drilled ultramafic target identified beside Kerr Addison; MT anomaly from ~250 m to >1,000 m depth.
- Geophysical work: Magnetotellurics (MT) and Induced Polarization (IP) surveys confirm deep low‑resistivity body beneath sedimentary cover.
- Structural context aligns with Larder Lake‑Cadillac Deformation Zone, Armistice Fault, Mill Zone Fault.
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Target interpreted as a folded ultramafic unit; high‑impact upside pending drill testing.
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Stardust Metal Corp. Transaction
- Option agreement (announced November 18 2025) provides Stardust up to $63.5 M total investment for a 75% interest in McGarry.
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Transaction remains subject to TSX Venture Exchange acceptance, Orecap shareholder approval, and an updated technical report.
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Next Steps
- Stardust plans to conduct an Ambient Noise Tomography (ANT) seismic survey to refine target geometry before drill testing.
- Orecap will update its corporate presentation to reflect the revised spin‑out strategy and project disclosures.
Notable Quotes
“If it is an ultramafic unit as postulated, it has never been tested in drilling or seen in underground workings and it is possible that the fluids responsible for the mineralization at the neighbouring Kerr Addison deposit could have also penetrated the domain lying beneath the sedimentary unit,” – Charles Beaudry, Director of Orecap and Stardust Metal Corp.
Materiality Assessment: Material – Neutral (the release materially alters prior strategic guidance and discloses a significant new exploration target, but does not convey definitive financial results or earnings impact).