Under National Instrument 51-102
FORM 51-102F3
MATERIAL CHANGE REPORT
UNDER NATIONAL INSTRUMENT 51-102
Item 1. Name and Address of Reporting Issuer
Laurion Mineral Exploration Inc. (the “Corporation”)
40 King Street West, Suite 6600
Toronto, ON
M5H 3S1
Item 2. Date of Material Change
December 22, 2025
Item 3. News Release
A news release was disseminated on December 22, 2025 through TheNewswire,
a copy of which can be found on www.sedarplus.ca.
Item 4. Summary of Material Change
On December 22, 2025, the Corporation closed its previously announced non-
brokered private placement (the “Private Placement”) of flow-through units (“FT
Units”), for aggregate gross proceeds to the Corporation of $1,524,313.
Item 5. Full Description of Material Change
The Corporation announced that it has closed the Private Placement, which was
initially announced on December 17, 2025. Pursuant to the Private Placement, the
Corporation issued an aggregate of 4,619,130 FT Units at a subscription price of
$0.33 per FT Unit, for aggregate gross proceeds to the Corporation of $1,524,313.
Each FT Unit consists of one common share of the Corporation (each, a “ FT
Share”) and one-half of one common share purchase warrant (each, a “Warrant”).
Each Warrant entitles the holder thereof to acquire one non flow-through common
share of the Corporation at a price of $0.39 per share for a period of 24 months
from the date of issuance. The FT Shares and the Warrants comprising the FT
Units qualify a s “flow- through shares”, as defined in subsection 66(15) of the
Income Tax Act (Canada) (the “Tax Act”).
The gross proceeds of the Private Placement will be used for “Canadian
exploration expenses” (within the meaning of the Tax Act), which will qualify, once
renounced, as “flow-through mining expenditures”, as defined in the Tax Act, which
will be renounced with an effective date of no later than December 31, 2025
(provided the subscriber deals at arm’s length with the Corporation at all relevant
times) to the initial purchasers of FT Units in an aggregate amount not less than
the gross proceeds raised from the issue of the FT Units. The Corporation intends
to allocate the proceeds from the Private Placement to advance the Corporation’s
2026 drill program on the Ishkõday property.
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In connection with the Private Placement, certain arm’s-length finders received an
aggregate of $66,559 as a cash finder’s commission and an aggregate of 201,693
finder’s warrants. Each finder’s warrant entitles the holder thereof to acquire one
non flow-through common share of the Corporation at a price of $0.33 per share
for a period of 24 months from the date of issuance.
Pursuant to applicable Canadian securities laws, all securities issued pursuant to
the Private Placement are subject to a hold period of four months and one day,
expiring on April 23, 2026. The Private Placement remains subject to the final
approval of the TSX Venture Exchange.
Item 6. Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7. Omitted Information
Not Applicable.
Item 8. Executive Officer
Cynthia Le Sueur-Aquin
President and Chief Executive Officer
Tel: 1-705-788-9186
Fax: 1-705-805-9256
Item 9. Date of Report
December 23, 2025.