Orecap Invest Corp. Provides Early Warning Disclosure
ORECAP INVEST CORP. PROVIDES EARLY WARNING DISCLOSURE
TORONTO, ONTARIO, February 12, 2026 — This press release is being disseminated as required by
National Instrument 62103 – The Early Warning System and Related Take-Over Bid and Insider Reporting
Issues in connection with the filing of the Early Warning Report regarding the disposition of securities of
Awalé Resources Limited (“Awalé”) by Orecap Invest Corp. (“Orecap”). The common shares of Awalé
(the “Common Shares”) trade on the TSX Venture Exchange (the “TSXV”) under the symbol “ARIC”.
On February 12, 2026, Orecap disposed of a total of 425,000 Common Shares on the open market through
the facilities of the TSXV at the market price of $ 0.80 per Common Share for total aggregate cash
consideration of $340,000 (the “Market Sale”).
Prior to the Market Sale, Orecap owned and exercised control over a total of 6,889,833 Common Shares as
well as 4,166,666 common share purchase warrants, exercisable into Common Shares, representing 6.61%
of the issued and outstanding Common Shares on a non -diluted basis, and 10.20% of the issued and
outstanding Common Shares on a partially diluted basis (which assumes the full exercise of the warrants
held by Orecap, but no other convertible securities of Awalé).
After giving effect to the Market Sale, Orecap no longer owns more than 10% of the Common Shares of
Awale on a non-diluted or partially diluted basis.
Orecap holds Common Shares and has disposed of some Common Shares through the Market Sale for
investment purposes. Orecap may engage with management and with the board of directors of Awalé,
shareholders of Awalé or other third parties regarding Awalé, its strategy, business, capitalization,
ownership, plans and prospects, and potential means to enhance shareholder value.
Orecap intends to review its investment in Awalé on a continuing basis and may adjust its level of
engagement with Awalé and others and/or take such actions with respect to its investment in Awalé as it
may determine to be appropriate based on a number of factors, including Awalé’s business, financial
condition, strategic direction and prospects, the price levels of the Common Shares, and market and other
conditions, as well as other investment opportunities available to Orecap. Orecap may, from time to tim e,
increase or decrease its beneficial ownership, control, direction or economic exposure over Awalé securities
through market transactions, private agreements, treasury issuances, secondary offerings, exercise of
options, convertible securities, derivatives, swaps or otherwise.
A copy of the Early Warning Report to be filed by Orecap, will be available on SEDAR+ under Awalé’s
profile on www.sedarplus.ca.
For more information, or to obtain copies of the Early Warning Report, please contact: Andrew Chubb,
CEO, (+356) 99139117, [email protected]. Awalé’s head office is located at 8681 Clay Street,
Mission, BC, V4S1E7. Orecap’s head office is located at 55 University Avenue, Suite 1805, Toronto,
Ontario, M5J 2H7.
This early warning press release is issued under the early warning provisions of Canadian securities
legislation, including National Instrument 62 -104 – Take-Over Bids and Issuer Bids and National
Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.
This press release contains certain forward-looking statements within the meaning of applicable securities
law. Forward looking statements are frequently characterized by words such as “plan”, “expect”,
“project”, “target”, “intend”, “believe”, “anticipate ”, “estimate” and other similar words, or statements
that certain events or conditions “may” or “will” occur, including without limitation statements relating
to the percentage ownership of Awalé held by Orecap. Forward -looking statements are based on the
opinions and estimates of management at the date the statements are made and are subject to a variety of
risks and uncertainties and other factors that could cause actual events or results to differ materially from
those projected in the forward -looking statements. Orecap cannot assure that actual results wi ll be
consistent with these forward looking statements. They are made as of the date hereof and are subject to
change and Orecap assumes no obligation to revise or update them to reflect new circumstances, except as
required by law.