Key Transaction Details

Acquisition Structure

  • Equinaire Holdings Limited (EHL), a wholly owned subsidiary of Kiri Industries, was declared successful bidder in public auction conducted on September 8, 2026
  • Acquired 20,000,000 shares of Makilala Mining Company, Inc. (MMCI) representing 40% of MMCI's outstanding capital stock
  • Purchase consideration: USD 5,010,000.00 (US Dollar Five Million Ten Thousand Dollars)
  • Additional costs: Applicable taxes, legal fees, and other transfer completion expenses

Legal Background

  • EHL acquired rights through Assignment Agreement dated April 22, 2026 (effective May 21, 2026) from Maharlika Investment Corporation (MIC)
  • Assignment covered all rights under Omnibus Loan and Security Agreement (OLSA) dated May 16, 2025
  • OLSA parties included MIC, MMCI, Sodor, Inc., Celsius Resources Limited, and Makilala Holding Limited
  • Auction conducted as part of EHL's enforcement of security rights following Events of Default under OLSA
  • Deed of Absolute Sale executed on September 8, 2026 between MHL (as seller) and EHL (as buyer)

Target Company Details

Makilala Mining Company, Inc. (MMCI)

  • Location: Philippines
  • Authorized capital: 500,000,000.00 Philippine Pesos divided into 50,000,000 ordinary shares (par value 10.00 Philippine Pesos each)
  • Business: Developing Maalinao-Caigutan-Biyog copper-gold project (MCB Project)
  • Location: Barangay Balatoc, Municipality of Pasil, Province of Kalinga, Philippines
  • Mineral Rights: Covered by Mineral Production Sharing Agreement No. 356-2024-CAR
  • Contract area: Approximately 2,500 hectares
  • Term: Initial 25 years, renewable for further 25 years
  • Operational status: Not commenced mining operations, no operational revenue generated
  • Historical share transfer: Legal title over 30,000,000 shares transferred from Makilala Holding Limited to Sodor, Inc. in 2025

Strategic Rationale

  • Aligns with Kiri Industries' strategy to secure stable, long-term copper concentrate supply
  • Supports upcoming greenfield copper project being developed by step-down subsidiary Indo Asia Copper Limited
  • Enhances access to critical raw materials
  • Supports broader participation across copper value chain

Regulatory and Completion Timeline

Required Approvals:

  • Philippine Bureau of Internal Revenue tax clearances
  • Certificate Authorizing Registration or electronic CAR (CAR/eCAR)
  • Corporate transfer and registration formalities
  • Recording of transfer in MMCI's stock and transfer book

Timeline:

  • Expected completion: 15-25 working days from confirmation of documentation completeness
  • Subject to change based on Bureau of Internal Revenue workload and personnel availability

Interim Arrangements:

  • Pending legal transfer, EHL will exercise voting rights through step-in rights under OLSA
  • After transfer completion, EHL will exercise stockholder rights in its own capacity

Related Party Aspects

  • Equinaire Holdings Limited is wholly owned subsidiary of Kiri Industries Limited
  • Transaction qualifies as related party transaction
  • Conducted at arm's length through auction process
  • Promoters and Promoter Group interested only through their shareholding in Kiri Industries