Victoria Gold Corp.

Victoria Gold's management team failed catastrophically. On June 24, 2024, the Eagle Gold Mine heap leach pad in the Yukon suffered a landslide that released approximately 4 million tonnes of material and between 280,000 and 300,000 cubic metres of cyanine-containing solution outside the containment area. The company fell behind on regulatory-mandated cleanup milestones and on August 14, 2024, the Ontario Superior Court of Justice appointed PricewaterhouseCoopers Inc. as court-appointed receiver at the request of the Yukon government. The existing management team has lost control of the company and its assets. PwC is now managing the mine sale process. Score of 1 is the minimum — the management failure has destroyed shareholder value and created material environmental liability.

The Eagle Gold Mine holds a genuine resource base that predates the heap leach failure. February 2023 NI 43-101 Technical Report: Measured and Indicated Resources — 245 Mt at 0.59 g/t Au for 4.7 Moz Au (inclusive of reserves); Inferred Resources — 36 Mt at 0.63 g/t Au for 0.7 Moz Au. Proven and Probable Reserves — 124 Mt at 0.65 g/t Au for 2.6 Moz Au. The in-ground resource is real and the heap leach failure does not destroy the orebody. However, the mine infrastructure damage, the environmental remediation obligations, and the uncertainty around restart conditions mean the recoverable value of the resource is substantially impaired. The Yukon government is managing a sale process — qualified buyers are evaluating restart options.

As of January 7, 2025: 67,730,000 shares outstanding. The shares are effectively worthless from an equity recovery standpoint. The receivership structure means creditors and the Yukon government (which lent up to C$220M to the receiver) have priority claims. The Government of Yukon's credit facility (extended to April 1, 2026) is senior to all equity holders. Any mine sale proceeds would first satisfy: (1) receivership and legal costs; (2) Yukon government loan (up to C$220M); (3) other secured creditors; (4) unsecured creditors; and only then, if anything remains, equity holders. The probability of any equity recovery is extremely low.

The only material catalyst is the mine sale process managed by PwC. As of Q1 2026, qualified buyers were invited to present preliminary restart plans to the Yukon government and First Nation representatives in February 2026. If a buyer is selected and a sale completed, equity recovery is theoretically possible but practically near-zero given the debt priority stack. Negative catalysts include: extended remediation timeline increasing the Yukon government loan obligation, additional environmental enforcement actions, or regulatory restrictions on restart. Any mine sale closing would be a positive for the acquiring entity — not for VGCX equity holders.

The mine itself is an acquisition target — multiple qualified buyers have been shortlisted by the receiver. The acquiring entity would purchase the Eagle mine assets through the receivership process, not by acquiring VGCX shares. Victoria Gold equity holders are not the beneficiaries of any asset sale in a receivership scenario — they are the residual claimants after all debts are satisfied. At a C$220M government loan plus receivership costs plus additional creditor claims, the equity recovery threshold requires the mine to sell for well in excess of C$250M+ after remediation liabilities are quantified. This is possible but uncertain.