Mr. Gordon Ellis reports
FIRST CVR PAYMENT
Lupaka Gold Corp.'s directors have declared a first contingent value right (CVR) payment to the holders of the 160,277,702 contingent value rights.
First CVR holder payment and timing
The company's directors have declared a first CVR payment of 10.9 U.S. cents per CVR, to be paid via Computershare Trust Company of Canada within the next 10 business days.
This payment will be made directly via cheque to registered CVR holders by Computershare and in cash to non-registered CVR holders via the intermediary securities framework, typically referred to as the indirect holding system. Securities intermediaries include central depositories (such as CDS, CEDE and DTS) and financial institutions (including broker-dealers, banks and trust companies).
As noted on the company's website, CVR payments made to non-resident registered CVR holders will be subject to a withholding tax of 25 per cent, unless the related CVR holder is a tax resident of a sovereign country having a valid tax treaty with Canada and has provided the company with a completed Form NR301 prior to the total CVR holder payments being forwarded to Computershare.
Determination of the CVR payment 1 amount
As announced on Aug. 4, 2026, the company accepted a two-step payment proposal from the Peru government, resulting in the company receiving 70 per cent of the base award, equal to $46,221,474 (U.S.), and 70 per cent of the reimbursed Lupaka costs, equal to $3,211,721 (U.S.) from the Ministry of Energy and Mines. Both amounts include interest accrued to June 30, 2026.
As set out in the June, 2022, contingent value rights trust indenture agreement, the first CVR payment amount has been determined by the company's directors as follows.
Gross base award proceeds received: $46,221,474
(U.S.)
Less: amounts payable to the company's arbitration financier (Bench Walk Advisors); legal and professional fees; accounts payables and accrued liabilities as of the award date (June 30, 2025); the estimated costs of the first CVR distribution; withholding and distribution tax costs; and $8-million (Canadian) retained by the company for working capital and other corporate purposes
Net award proceeds available for distribution: $17,470,269 (U.S.)
Number of CVRs outstanding: 160,277,702
CVR payment per CVR: 10.9 U.S. cents
Second CVR payment
As previously announced, the remaining 30 per cent of the base award, equal to $19,809,203 (U.S.), and 30 per cent of the Lupaka costs, equal to $1,376,452 (U.S.), will be paid by the Peru government's Ministry of the Interior (MOI) by Dec. 31, 2026. This amount includes interest accrued to June 30, 2026. Once the MOI payment is received, the company will immediately undertake the payment of a second CVR payment, which is expected to be greater than CVR payment 1.
Gordon Ellis, chief executive officer, commented: "We are pleased with having the ability to pay the first CVR payment very soon now, and again upon our receipt of the second Peru payment. With a solid treasury in hand now, the company is actively moving forward on pursuing potential resource development projects."
For continuing updates and more details with respect to CVR holder distributions, please refer to the company's website.
Lupaka was represented in the arbitration proceedings by the international law firm LALIVE, with the financial backing of Bench Walk Advisors.
About Lupaka Gold Corp.
Lupaka is a Canadian-based junior mining company focused on creating shareholder value through the identification and development of mining assets.
About LALIVE
LALIVE is an international law firm with offices in Geneva, Zurich and London, which specializes in international dispute resolution. The firm has extensive experience in international investment arbitration in the mining sector, among others, and is currently representing investors and states as counsel worldwide.
About Bench Walk Advisors
Bench Walk Advisors is a global litigation financier with over $250-million (U.S.) of capital deployed across in excess of 100 commercial cases. Bench Walk and its principals have consistently been ranked as leading lawyers and litigation financiers in various global directories.
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