Pursuant to the arrangement, former Marathon shareholders received 0.6164 of a Calibre common share in exchange for each Marathon Share held. As a result of the arrangement, Calibre issued an aggregate of 249 813 422 Calibre Shares. Upon closing of the arrangement, existing Calibre and former Marathon shareholders own approximately 65% and 35% of the issued and outstanding Calibre Shares, respectively.

As a result of the arrangement, Calibre acquired a 100% interest in Marathon’s advanced-stage Valentine Gold Project in Newfoundland and Labrador, one of the top mining jurisdictions in the world.