EX-99.1 2 tm2527100d1_ex99-1.htm EXHIBIT 99.1

 

 Exhibit 99.1

 

FORM 51-102F3 

MATERIAL CHANGE REPORT

 

1.Name and Address of Company

 

Orla Mining Ltd. (“Orla” or the “Company”) 

Suite 1010, 1075 West Georgia Street 

Vancouver, BC 

V6E 3C9

 

2.Date of Material Change

 

September 23, 2025

 

3.News Release

 

A news release with respect to the material change referred to in this report was disseminated through various approved public media and filed on SEDAR+ on September 23, 2025.

 

4.Summary of Material Change

 

On September 23, 2025, Scott Langley resigned from Orla’s Board of Directors (the “Board”) with immediate effect.

 

5.Full Description of Material Change

 

5.1Full Description of Material Change

 

On September 23, 2025, Scott Langley resigned from the Board with immediate effect. Mr. Langley was Newmont Corporation’s (“Newmont”) nominee to the Board in accordance with its investor rights agreement with the Company, which has now terminated following Newmont’s recent disposition of its common shares of the Company. The Board does not intend on making any further changes to the composition of the Board at this time.

 

5.2Disclosure for Restructuring Transactions

 

Not applicable.

 

6.Reliance on Subsection 7.1(2) of National Instrument 51-102

 

Not applicable.

 

7. Omitted Information

 

Not applicable.

 

8.Executive Officer

 

The name of the executive officer of the Company who is knowledgeable about the material change and this report is:

 

Jason Simpson 

President and Chief Executive Officer 

Tel: 604-564-1852

 

9.Date of Report

 

September 29, 2025