Loyalist Announces the Closing of the Acquisition of the DeSantis Property
Loyalist Announces the Closing of the Acquisition of the DeSantis
Property
Toronto, Ontario – TheNewswire – February 26, 2026 – Loyalist Exploration Limited (CSE:PNGC)
(“Loyalist” or the “Company”) is pleased to announce that it has closed the acquisition (the
“Acquisition”) of the DeSantis gold property (the “Property” or the “DeSantis Property”), located
approximately 4.5 kilometres (“km”) southwest of Timmins, Ontario. The property is situated, 11 km west of
Discovery Silver's Dome Mine, and 14 km east of Pan American Silver’s Timmins Mine and is contiguous
with Galeon Gold’s West Cache gold project, containing a resource of approximately 1.5 million ounces of
gold.6 The DeSantis Property covers nearly 5 km of strike length along the north side of the Destor -
Porcupine Deformation Zone (DPDZ), a major structure controlling gold deposits in the region (Figure 1).
Between 1926 and 1943, the DeSantis Mine produced 196,928 tons of material with an average mill head
grade of 0.19 ounces per ton gold1. The production rate was at 160 tons per day and the gold recovery was
better than 90%1. The total production during this period was reportedly 35,784 oz. of gold, 3,142 oz. of
silver and 193 lb. of scheelite.1
DeSantis Property Highlights:
• 850 hectares located along the north side of the highly prospective Destor -Porcupine
Deformation Zone
• Historical production of 35,784 ounces of gold from 196,928 tons of material which graded
0.19 ounces per ton Au1
• Historical non-NI 43-101 compliant resource estimate totalling 182,505 tonnes at 8.64 g/t Au
between the Albitite and Hydrothermal zones 2,3,4,5
• Historical non-NI 43-101 compliant resource estimate totalling 735,500 tonnes of which
600,000 tonnes at 6.25 g/t and 135,500 tonnes tonnes of unspecified grade
• 4.5 km southwest of Timmins, Ontario with significant exploration upside
Errol Farr, Loyalist’s President & Chief Executive Officer commented, “Loyalist continues to “Buy Timmins,
Mine Timmins” with the closing of the acquisition of the DeSantis Property. The DeSantis Property contains
two sets of historic mine workings from the 1930’s, historic resources from several spots on the property,
patented and leased land and significant exploration potential. We could not ask for a better “Park Avenue”
address along the Porcupine Destor fault, close to Timmins. The Company will provide additional disclosure
in the coming days as a result of our on-going property review”.
Desantis Project Overview
The Property is located approximately 4.5 km southwest of Timmins, Ontario and is situated 11 km west of
Discovery Silver's Dome Mine, and 14 km east of Pan American Silver’s Timmins Mine. It covers nearly
5 km of strike length along the north side of the Destor -Porcupine Deformation Zone (DPDZ), a major
structure controlling gold deposits in the region. Between 1926 and 1942, the DeSantis Mine produced
35,784 ounces of gold from 178,650 tonnes of material which graded 6.2 g/t Au during its intermittent
production history1. Following their 44 drill hole campaign in 1986, Stan West Mining Corp completed a
non-NI 43-101 compliant resource estimate for the Albitite (65,505 tonnes at 7.85 g/t Au) and Hydrothermal
Alteration Zones (117,000 tonnes at 9.09 g/t Au) totalling 182,505 tonnes at 8.64 g/t Au2.
Geologically, the property is situated in the Neoarchean Abitibi Greenstone Belt, with key rock types
including mafic lava flows, intermediate pillowed volcanics, quartz-feldspar porphyry dikes, and Porcupine
Group sediments like greywacke and slate. It exhibits broad hydrothermal alteration zones up to 46 m wide,
with silicification, pyritization, tourmalinization, chlorite, sericite, carbonate, albite, and iron -oxides.
Mineralization consists of mesothermal gold and silver in quartz veins, associated with pyrite, galena,
sphalerite, chalcopyrite, and scheelite. Notable zones include the Hydrothermal Alteration Zone (e.g., 7.90
g/t Au over 5.2 m; 3.63 g/t Au over 23.17 m) and Albitite Zone (e.g., 1.74 g/t Au over 12.0 m)3.
Figure 1: The DeSantis Property boundary (magenta) is shown with a bedrock geology map of the Timmins-Porcupine
mining district and the locations of head frames (red stars), historical shafts (orange stars), and gold occurrences
(yellow stars) across the region (modified from the Excellon Resources Inc. news release dated October 31, 2012).
The Purchase Agreement
The Acquisition was completed pursuant to a purchase and sale agreement dated November 30, 2025 (the
“PSA”) between the Company and Canadian Gold Miner Corp. (the “Vendor”). In consideration for the
Acquisition, the Company paid the following to the Vendor:
(a) cash of $100,000;
(b) 8,656,207 common shares of Loyalist (“Loyalist Shares”) at a price of $0.0462 per Loyalist Share,
at a value of $400,000, based on the 20-day VWAP , calculated 2 days before closing;
(c) a promissory note (the “Note”) in the principal amount of $1,000,000 (the “Principal Amount”), with
the Note payable in cash or Loyalist Shares (½ at the option of the Vendor and ½ at the option of the
Company) at a price equal to the greater of: (1) the minimum acceptable price to the Canadian
Securities Exchange (the “CSE”); and (2) the 5 day VWAP calculated two days before payment) at
the option of the Company. The note bears interest at 10% per annum and in the event the Company
repays all of the Principal Amount outstanding on or before the day that is the one year anniversary
of the date of the Note, no interest shall be deemed to have accrued and be owing on the Principal
Amount.
Additional Future Consideration
The Company will pay the Vendor $400,000 payable in cash and/or Loyalist Shares (the “Resource
Payment”) at the Loyalist’s discretion upon filing of a technical report on the Property if a gold resource is
re-evaluated (or restated) to a NI 43-101 standard and the total gold resource exceeds 200,000 ounces,
payable and issuable within sixty (60) days of the technical report being filed under the Loyalist’s profile on
SEDAR+;
In addition, Loyalist will pay the Vendor a total $1,000,000 payable in cash and/or Loyalist Shares (the
“Commercial Production Payment”) at the Company’s discretion upon the announcement by the
Company of the achievement of Commercial Production on the Property, payable within sixty (60) days of
such announcement. In the case that the Company pays the Resource Payment and/or the Commercial
Production Payment in Loyalist Shares, the price per Loyalist Share shall be equal to the greater of: (1) the
minimum acceptable price to the CSE; and (2) the 20 day VWAP calculated two days before payment).
At any time after an event of default has occurred under the Note, the Vendor may, at its option: (a) declare
all obligations under the Note to be immediately due and payable; (b) elect to re- purchase the Property (as
defined in the PSA) for the sum of $1 plus the extinguishment of this Note.
All Loyalist Shares issued and issuable shall be subject to a statutory hold period of four months and one
day from the date of issuance. Completion of the Acquisition is subject to the receipt of all necessary
regulatory approvals including the approval of the Canadian Securities Exchange.
Existing royalties on the property consist of:
1. Royalty 1, which applies to 20 patented claims and a mining lease 109305 (itself composed of 13
claims). The royalty is composed of two parts totalling 1.5% net smelter return (“NSR”): (i) a 0.5%
NSR of which 0.25% may be repurchased for $0.25 million; and (ii) a 1.0% NSR of which 0.5% may
be repurchased $0.5 million.
2. Royalty 2, which applies to five staked legacy claims, namely 3017251, 4202913, 4203043, 4206998
and 4207682, composed of a 2.0% NSR of which 1% may be repurchased for $1.0 million.
3. Royalty 3, which applies to all of Royalty 1 and Royalty 2 and to mining lease 108849 (composed of
two claims), composed of a 1.5% NSR of which 0.5% may be purchased for $1.0 million.
4. Royalty 4, which applies to legacy claim 1180886, composed of a 2% NSR payable collectively to the
three original owners, if production is achieved on the property, and of which 1% may be repurchased
for $1 million.
The Company has entered into a finder’s fee agreement with an independent third party in connection with
the closing of the Acquisition, whereby the Company will pay the finder a cash fee in the amount of 6% of
the cash consideration paid to the Vendor in the PSA, and the issuance of common shares to the finder in
the amount of 6% of the common shares paid to the Vendor in the PSA, each payment at the time of
payments made under the PSA.
Statement Regarding Historical Mineral Resource Estimates
The historical Mineral Resource Estimate (“MRE”) on the DeSantis Property is unclassified and does not
comply with CIM Definition Standards on Mineral Resources and Mineral Reserves as required by NI 43-
101. The MRE was taken from a report titled “TECHNICAL REPORT on the DESANTIS PROPERTY
Porcupine Mining Division Ogden Township, Ontario, Canada” authored by Minorex Consulting Ltd. and
dated May 30, 2011. Investors are cautioned not to treat the estimate as current or rely on the estimate in
making an investment decision. The MRE is being included herein to provide shareholders with background
on the rationale for acquiring the asset. A qualified person has not done sufficient work to classify this
historical MRE as current mineral resources and the Company is not treating this historical MRE as a current
estimate. It is uncertain whether following evaluation and/or further exploration, the historical MRE will ever
be able to be reported in accordance with NI 43-101. The Company has no current plans to undertake the
work to bring the MRE up to the CIM reporting standards.
1 TECHNICAL REPORT on the DESANTIS PROPERTY Porcupine Mining Division Ogden Township,
Ontario, Canada for Lateegra Gold Corp., May 30, 2011, page 13
2 TECHNICAL REPORT on the DESANTIS PROPERTY Porcupine Mining Division Ogden Township,
Ontario, Canada for Lateegra Gold Corp., May 30, 2011, page 14
3TECHNICAL REPORT on the DESANTIS PROPERTY Porcupine Mining Division Ogden Township,
Ontario, Canada for Lateegra Gold Corp., May 30, 2011, page 41
4 Assumptions for the generation of the Albitite and Hydrothermal zone historical resources are not available
to the company.
5 A review of the historical database along with confirmation drilling would be required to upgrade/verify the
historical resource estimates.
6 Readers should be cautioned that the Company does not have an interest in the West Cache gold project.
The Company believes this context is useful in illustrating the mineralization in the region; however, it notes
that that mineralization on adjacent or nearby properties is not indicative of mineralization on the Company’s
properties. There is no guarantee that the Property will yield comparable results. See Updated Mineral
Resource Estimate - Underground Model Effective Date January 10, 2022 at
https://galleongold.com/projects/west-cache-gold-project/
Qualified Person
Curtis Ferron, P.Geo. (ON), principal geology consultant for Loyalist, who is a “Qualified Person” as defined
by NI 43-101, has reviewed and approved the technical content of this press release.
Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the
policies of the Canadian Securities Exchange) have reviewed or accept responsibility for the
adequacy or accuracy of this release.
About Loyalist Exploration Limited
Loyalist Exploration Limited is a mineral exploration company concentrating on acquiring, exploring, and
developing quality mineral properties in Canada. The Company is currently focused on its “Buy Timmins,
Mine Timmins” strategy, with the recent acquisitions of the Tully gold property, the Loveland
nickel/copper/gold property, the Gold Rush gold/silver property, and the DeSantis gold property, all located
in the Timmins, Ontario mining district. The Company expects to commence a significant mining permit
project at Tully and exploration activities on all four properties as well as expanding the Company’s Timmins
based property portfolio.
For further information please visit the Company's website at www.loyalistexploration.com or
contact:
Loyalist
Errol Farr, President and CEO
Email: [email protected]
Tel: 647-296-1270
This news release includes certain "forward-looking statements" which are not comprised of historical facts. Forward-
looking statements include estimates and statements that describe the Company’s future plans, objectives or goals,
including words to the effect that the Company or management expects a stated condition or result to occur. Forward-
looking statements may be identified by such terms as “believes”, “anticipates”, “expects”, “estimates”, “may”, “could”,
“would”, “will”, or “plan”. Since forward-looking statements are based on assumptions and address future events and
conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on
information currently available to the Company, the Company provides no assurance that actual results will meet
management’s expectations. Risks, uncertainties, and other factors involved with forward-looking information could
cause actual events, results, performance, prospects, and opportunities to differ materially from those expressed or
implied by such forward-looking information. Forward looking information in this news release includes, but is not limited
to, the completion of the Acquisition of the Desantis Property on the terms announced or at all, the Company’ s
objectives, goals or future plans, statements, exploration results, potential mineralization, the estimation of mineral
resources, exploration and mine development plans, timing of the commencement of operations and estimates of
market conditions. Factors that could cause actual results to differ materially from such forward-looking information
include, but are not limited to, the occurrence of a material adverse change, disaster, change of law, the failure to
identify mineral resources, failure to convert estimated mineral resources to reserves, the inability to complete a
feasibility study which recommends a production decision, the preliminary nature of metallurgical test results, delays in
obtaining or failures to obtain required governmental, environmental or other project approvals, political risks, inability
to fulfill the duty to accommodate First Nations and other indigenous peoples, uncertainties relating to the availability
and costs of financing needed in the future, changes in equity markets, inflation, changes in exchange rates, fluctuations
in commodity prices, delays in the development of projects, capital and operating costs varying significantly from
estimates and the other risks involved in the mineral exploration and development industry, capital market conditions,
restriction on labour and international travel and supply chains, and those risks set out in the Company’s public
documents filed on SEDAR+. Although the Company believes that the assumptions and factors used in preparing the
forward-looking information in this news release are reasonable, undue reliance should not be placed on such
information, which only applies as of the date of this news release, and no assurance can be given that such events
will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise
any forward-looking information, whether as a result of new information, future events or otherwise, other than as
required by law.