Mistango Announces Major Corporate Transformation: Rebranding as Stardust Metal and Strategic Acquisition of McGarry Project

Highlights:
- Company consolidates proximal complementary assets in the Kirkland Lake Gold camp.
- Mistango rebrands as Stardust Metal Corp., signalling a new era of growth.
- Major corporate transformation including Share Consolidation and New Ticker "ZIGY".
- Stardust secures strategic option to acquire high-grade McGarry project adjacent to its Omega project.
- Stardust will own multiple, high-potential resource-stage projects directly on the Cadillac Break.
- Stardust neighbours major players including Agnico Eagle, Pierre Lassonde's Gold Candle, Pan American Silver, and Barrick.
- Clear path forward focusing on resource growth and long-term value creation.
Toronto, November 18, 2025 - Mistango River Resources Inc. (CSE: MIS) ("Mistango" or the "Company") is pleased to announce a fundamental corporate transformation, including a change of its corporate name, share consolidation, corporate rebranding, and the execution of a binding letter of intent dated November 17, 2025 (the "Agreement") to acquire up to a 75% interest in the McGarry Project ("McGarry") from Orecap Invest Corp. ("Orecap") (the "Transaction").
Corporate Transformation: Rebranding and Share Consolidation
The Company is changing its corporate name from Mistango River Resources Inc. to "Stardust Metal Corp." reflecting a renewed corporate direction and focus on its Kirkland Lake projects.
Name Change and Ticker: The name change and share consolidation are expected to take effect on November 21, 2025, subject to CSE approval. The Company's common shares are expected to commence trading under the new symbol "ZIGY" on November 21, 2025.
- Share Consolidation: Mistango will consolidate its common shares on the basis of one (1) new common share for every existing five (5) common shares.
- Following the consolidation, there are expected to be 35,656,368 Common Shares issued and outstanding, subject to rounding.
- A new CUSIP number (854947108) replaces the old one to distinguish between the pre- and post-consolidated shares.
Strategic Acquisition of the McGarry Project
Mistango has entered into an option agreement with Orecap, which will see Orecap option its 100%-owned McGarry project to Mistango. This transaction is highly strategic and shares existing synergies with Mistango's Omega Project, located less than 5km west of McGarry.
Renewal of McGarry and Omega: Legacy Data, New Resources and a Modern Gold Price
Both McGarry and Omega have extensive historical work, including a large drilling database and past gold production. While historical resource estimates exist, they were prepared by previous owners and at significantly lower gold prices.
The new company has taken a rigorous, ground-up approach: returning to original source data and logs, rebuilding and validating the database, and reinterpreting the geology. This work will lead to new NI 43-101-compliant mineral resource estimates for both assets, developed within the context of modern gold prices and current technical standards.
Strategic Rationale: Complementary, High-Value Assets in a Strategic Camp
The consolidation of McGarry and Mistango's Omega project under Stardust provides both projects the strategic focus they currently lack. Integrating McGarry and Omega provides significant operational synergies for a future potential district-scale, integrated operation.
McGarry Advantages: McGarry hosts a historical underground gold resource and established mining infrastructure, including a shaft and headframe, which offers accessibility for underground resources.
Tailings Potential: McGarry contains a tailings facility hosting historical Kerr Addison tailings. Kerr Addison historically produced 11 million ounces at 9 g/t gold[1]. Tailings from the historic Kerr Addison operation, estimated to cover 73 hectares which represent over 1Mt per vertical meter[2] are situated within the McGarry property limit. While definitive tonnage and grade data has not been established, historical documentation suggest potential presence of residual gold within the tailings. Establishing a potential resource on these tailings could provide early and easily accessible ounces boosting project economics of any future mining operation. Omega also has high-value, near-surface ounces and tailings reprocessing potential.
Strategic Location and Neighbours: Stardust's assets are located in Kirkland Lake Gold camp, situated directly on the Cadillac Break and surrounded by gold majors, positioning Stardust adjacent to major operations and projects run by:
Agnico Eagle - Upper Beaver & Macassa
- Upper Beaver (advanced development): Agnico's Upper Beaver is being advanced toward a potential production phase. Agnico's Upper Beaver is a combined gold-copper opportunity with both open-pit and underground development options.
- Macassa (high-grade underground mine): Macassa is Agnico's operating, high-grade underground asset in the Kirkland Lake camp. Stardust's Kirkland West project is immediately adjacent to Macassa.
Gold Candle (Private Company with Pierre Lassonde as Chair): Kerr-Addison project
- Leadership & strategic push: Pierre Lassonde joined Gold Candle as Executive Chairman in 2025, to advance the Kerr-Addison redevelopment.
- Kerr-Addison project status & resources: Gold Candle has published an updated 2025 mineral resource estimate and corporate presentation describing Kerr-Addison as one of Canada's largest undeveloped, historic gold assets (historic production ~11 Moz at high grades)[3].
Pan American Silver: Larder Project
- The Larder project had been advanced by MAG Silver as a district-scale exploration target prior to Pan American Silver's acquisition (bringing MAG's projects, including Larder, into Pan American's portfolio).
Barrick
- Recent Ontario permitting records show Barrick applying for early exploration permits (mechanized surface work, multi-year exploration permits) adjacent to Mistango's Kirkland West Project.
The ongoing development at Agnico Eagle's Upper Beaver and Pierre Lassonde's Gold Candle aligns to make this a very attractive strategic position for Stardust.
Transaction Details: Key Option Agreement Terms
Option 1 (To Earn 50% Interest): Mistango is committed to spending $13.0 million over four years to earn a 50 percent interest in McGarry. This commitment consists of Milestone Payments totaling $500,000 cash and a Work Obligation totaling $12.5 million, as per Table 1 below. The work obligation specifically includes expenditures related to the identification of possible resources within tailings situated within the McGarry property boundary. Upon successful completion of Option 1, a Joint Venture will be formed, with Mistango acting as Operator.
Table 1) Milestone Payments
| Milestone | Cash | Work Obligation |
| Closing ("Initial Payment") | $250,000 | |
| Frist Anniversary Payment | $250,000 | $2,500,000 |
| Second Anniversary of Effective Date | $2,500,000 | |
| Third Anniversary of Effective Date | $2,500,000 | |
| Fourth Anniversary of Effective Date | $5,000,000 |
Option 2 (To Earn an Additional 25% Interest): Upon earning the 50% interest, Mistango will have the option to acquire an additional 25% interest in McGarry for a $50 million cash payment, exercisable within two years from the completion of Option 1.
The $50 million for Option 2 reflects the past structure of Kirkland Lake Gold's strategic partnership from 2021 (see news release dated April 21, 2021).
Governance and Shareholder Protections
The Agreement is subject to acceptance by the Canadian Securities Exchange (the "Exchange").
The Transaction will be a Non-Arm's Length Transaction under TSXV policies, and will be treated as a "related party transaction" for Mistango under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") as certain directors and officers of Mistango are also directors, officers and/or shareholders Orecap. In addition, Orecap holds approximately 13.9% of the Shares of Mistango. These directors and officers own, directly or indirectly, 15,746,572 Orecap Shares.
MI 61-101 requires that an issuer obtain approval of a majority of the disinterested shareholders as well as a formal valuation for a transaction that constitutes a related party transaction, absent an exemption from such requirements. Mistango expects to be exempt from the formal valuation requirement but that it may be required to seek disinterested shareholder approval for the Transaction under MI 61-101. This special meeting of shareholders, if required, is expected to be held in early 2026 at a date to be published following discussions with the Exchange.
The Company did not file a material change report more than 21 days before the announcement because the details of the Transaction were not settled until shortly prior to entering into the Agreement.
There were no finders fees paid in connection with the Transaction.
QP Statement
The technical information contained in this news release has been reviewed and approved by Charles Beaudry, P.Geo and géo., Director of Mistango River Resources, a Qualified Person, as defined in "National Instrument 43-101, Standards of Disclosure for Mineral Projects." For the exploration undertaken by Mistango, all assay batches are accompanied by rigorous Quality Assurance procedures, including the insertion of standards and blanks.
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To Speak to the Company directly, please contact:
Stephen Stewart, Chairman
Phone: 416.644.1567
Email: info@oregroup.ca
www.mistango.com
Neither the Canadian Securities Exchange nor its Regulation Services Provider accept responsibility for the adequacy or accuracy of this release.
This press release contains forward-looking information or forward-looking statements under applicable Canadian securities laws (collectively, "forward-looking statements"). All information that addresses activities or developments that we expect to occur in the future are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "expect", "likely" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made. In the press release, such forward-looking statements include, but are not limited to, statements relating to: the Company receiving disinterested Shareholder approval for the Transaction; the Agreement including the Company's intentions for exploration and the Agreement terms, the expected terms, the anticipated timing of closing and; receipt of all regulatory and Shareholder approvals; the Company fulfilling its obligations under the Agreement; and future exploration and acquisition of mineral properties by the Company.
Forward-looking statements are based on assumptions that may prove to be incorrect, including but not limited to: receipt of disinterested Shareholder approval; receipt of all regulatory and Shareholder approvals; the Company will fulfil its obligations under the Agreement; and the Company will acquire and explore mineral properties.
The above lists of forward-looking statements and assumptions are not exhaustive. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated or implied by such forward looking statements due to a number of factors and risks. These include: the failure of the Company to comply with applicable regulatory requirements; unexpected changes in governmental policies and regulations in the jurisdictions in which the Company operates and the Company's ability to continue to meet the listing requirements of the CSE. Please see the other risks, uncertainties and factors set out under the Company's continuous disclosure documents, which are available on the Company's issuer profile on SEDAR+ at www.sedarplus.ca. Any forward-looking statement included in this press release is made as of the date of this press release and is based on the beliefs, estimates, expectations and opinions of management on the date such forward looking information is made. The Company does not undertake any obligation to update forward-looking statements except as required by applicable securities laws. Investors should not place undue reliance on forward-looking statements. Forward looking statements contained in this press release are expressly qualified by this cautionary statement.
[1] Refer to Gold Candle's Corporate Presentation dated September 2025 on goldcandle.com.
Cautionary Statement: Orecap cautions readers that historical production or current mineral resources at Kerr Addison are not necessarily indicative of mineralization at McGarry.
[2] Assumed density 1.55 grams per cubic centimeter.
[3] Refer to Gold Candle's Corporate Presentation dated September 2025 on goldcandle.com.
Cautionary Statement: Historical production at Kerr Addison is not indicative of the mineralization at McGarry.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/274983




