Mr. Zach Flood reports
KENORLAND ANNOUNCES TERMINATION OF JOINT VENTURE AT THE HEALY PROJECT, ALASKA AND COMPLETES TOP-UP RIGHT FROM SUMITOMO AND CENTERRA
Newmont Corp. has delivered a notice to terminate the joint venture agreement with Kenorland Minerals Ltd. (the company) in respect of the Healy project in Alaska. While the company fully vested a 70-per-cent interest in the project, the parties have chosen not to conduct any further exploration on the property. Due to the cost of maintaining the claims and the company's focus on higher-priority exploration projects, the company and Newmont plan to allow the Healy claims to lapse.
Completion of top-up right
The company also announces that, further to the press release dated June 13, 2025, 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 257,737 common shares of the company were issued for an aggregate consideration of $408,162.85, representing 228,130 shares at a price of $1.598 per share and 29,607 shares at a price of $1.473 per share. The 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 Venture Exchange expiring on Oct. 27, 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). 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.
Qualified person
Janek Wozniewski, BSc, PGeo (EGBC No. 172781, APEGS No. 77522, EGMB No. 48045, PGO No. 3824), a qualified person under National Instrument 43-101, has reviewed and approved the scientific and technical information in this press release.
About Kenorland Minerals Ltd.
Kenorland 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 greenfield 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 greenfield discovery made by Kenorland and Sumitomo Metal Mining Canada in 2020. Kenorland is based in Vancouver, B.C., Canada.
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