Kairos Announces Credit Facility And Appointment Of Chairman
CALGARY / October 14, 2025 / Kairos Gold Inc. ("Kairos" or the "Company") is pleased to announce that the Company has secured a $400,000 credit facility to fund advancement of its Las Garillas property and to provide general working capital.
The Credit Facility On May 27, 2025, the Company entered into a credit facility commitment letter (the "Credit Facility") with a corporation (the "Lender") in which Al Kroontje, a director of the Company, has an interest in. The Credit Facility provides that advances may be drawn by the Company up to a maximum of $400,000 and once fully drawn, the advances will automatically convert into a term loan that matures 2 years from the date of the last advance (the "Maturity Date"). To date, $200,000 has been drawn under the Credit Facility which provided additional funding to complete the recently completed second phase drilling program on the Company's Las Garillas property. The balance is intended to be used for general working capital purposes.
Advances under the Credit Facility bear interest at 8% per annum and are convertible at the option of the Lender into Common Shares at a price of $0.20 per share until the Maturity Date. If converted, the Lender has agreed to a contractual hold period such that the share certificate representing the Common Shares will bear a legend restricting the trading of such shares for a period of 1 year from the date of their issuance.
Related Party Participation The Credit Facility is being provided by a corporation in which Al Kroontje, a director of the Company, has an interest in. As an insider of the Company indirectly participated in this transaction, it is deemed to be a "related party transaction" as defined under Multilateral Instrument 61-101-Protection of Minority Security Holders in Special Transactions ("MI 61-101").
Al Kroontje currently controls, directly and indirectly, 966,700 Common Shares representing 3.4 % of the issued and outstanding Common Shares and the Lender currently controls, directly and indirectly, 400,000 Common Shares representing 1.4 % of the issued and outstanding Common Shares. After conversion of the Credit Facility, assuming the entire $400,000 is advanced and converted, the Lender will own 2,400,000 Common Shares representing 7.8% of the then issued and outstanding Common Shares.
The Credit Facility is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 (pursuant to subsections 5.5(c) and 5.7(1)(b)) as it was a distribution of securities for cash and neither the fair market value of the Credit Facility, nor the consideration received from interested parties, exceeded $2,500,000. The Credit Facility was unanimously approved by the board of directors of the Company, excluding the director controlling the Lender that provided the Credit Facility, who abstained from voting on such approval.
7185018.3 2 Neither the Company, nor, to the knowledge of the Company after reasonable inquiry, did the related party have knowledge of any material information concerning the Company or its securities that had not been previously disclosed.
Appointment of Chairman The Company announces that Mr. Al Kroontje has been appointed to the position of Chairman of the board of directors of the Company effective October 14, 2025.
About Kairos Kairos is focused on advancing its Las Garillas property located in Chile's coastal IOGC belt. Encouraging results have been obtained from two separate 5-hole drilling programs conducted on the Las Garillas property over the past 12 months. The results of those efforts will be the subject of a NI 43-101 compliant technical report which is expected to be filed under the Company's profile on Sedar+ within the next approximately two weeks.
Kairos's property portfolio also includes 3 other properties including the nearby Carmona property which ranks high in priority for further exploration efforts while the remaining two properties, Fortuna and Apolo Sancarron, are being evaluated for possible joint ventures or other initiatives allowing third parties to undertake exploration expenditures on them.
Kairos looks forward to providing further information pertaining to its exploration efforts on the Las Garillas and Carmona properties during the coming months.
For further information, please contact: Michelle De Cecco Email: michelle@lithiumchile.ca Ph: +1 403 390 9095 Or: Al Kroontje Email: al@slgold.ca Ph: +1 403 607 4009
Read the full release:
Statements about planned programs, timing, budgets and geological potential are forward-looking and subject to permits, financing, contractor availability and results. See the disclaimer.