Mr. Zach Flood reports

KENORLAND COMPLETES TOP-UP RIGHT FROM SUMITOMO AND CENTERRA

Further to Kenorland Minerals Ltd.'s press release dated Dec. 19, 2024, the company, Sumitomo Metal Mining Canada Ltd. and Centerra Gold Inc. have completed the exercise of Sumitomo's and Centerra's top-up right to retain its 10.1-per-cent and 9.9-per-cent interest in the company, respectively, as granted within the investor rights agreements dated Nov. 5, 2021, and May 28, 2024.

An aggregate of 63,453 common shares were issued at a price of $1.0492 per share for aggregate consideration of $66,574.89. The common shares issuable in the private placement are subject to a statutory hold period in accordance with applicable securities legislation and the rules and policies of the TSX-V expiring on April 21, 2025.

As Sumitomo is the beneficial owner of more than 10 per cent of Kenorland's outstanding shares, it is a related party to the company within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101). As such, the transaction constituted a related party transaction within the meaning of MI 61-101.

The company has relied upon on exemptions from formal valuation and the minority shareholder approval requirements of MI 61-101 found in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as the fair market value of either transaction does not constitute more than the 25 per cent of the company's market capitalization.

About Kenorland Minerals Ltd.

Kenorland Minerals is a well-financed mineral exploration company focused on project generation and early stage exploration in North America. Kenorland's exploration strategy is to advance greenfields projects through systematic, property-wide, phased exploration surveys financed primarily through exploration partnerships including option to joint venture agreements. Kenorland holds a 4-per-cent net smelter return royalty on the Frotet project in Quebec which is owned by Sumitomo Metal Mining Canada. The Frotet project hosts the Regnault gold system, a greenfields discovery made by Kenorland and Sumitomo Metal Mining Canada in 2020. Kenorland is based in Vancouver, B.C., Canada.

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