Osisko Development Corp 2025 Annual Report

Indicate the number of outstanding shares of each of the registrant’s classes of capital or common stock as of the close Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) ofthe Exchange Act during the preceding 12 months (or for such shorter period that the Registrant was required to file ☒Yes☐No Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for ☒Yes☐NoIndicate by check mark whether the Registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act. Emerging growth company☒ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate bycheck mark if the registrant has elected not to use the extended transition period for complying with any new or Indicate by check mark whether the registrant has filed a report on and attestation to its management'sassessment of the effectiveness of its internal control over financial reporting under Section 404(b) of theSarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financialstatements of the registrant included in the filing reflect the correction of an error to previously issued financial Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis ofincentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period FORWARD-LOOKING STATEMENTS Except for the statements of historical fact contained herein and in the exhibits hereto, the information presentedin this Annual Report on Form 40-F, including the exhibits hereto (collectively, the “Form 40-F”), constitutes forward-looking information and forward-looking statements within the meaning of applicable securities laws (forward-lookinginformationand forward-looking statements being collectively referred to as“Forward-Looking Information”)concerning the business, operations, plans and financial performance and condition of the Registrant. Often, but not Forward-Looking Information involves known and unknown risks, uncertainties and other factors which maycause the actual plans, results, performance or achievements of the Registrant to differ materially from any futureplans, results, performance or achievements expressed or implied by the Forward-Looking Information. Such factorsinclude, among others: the risks relating to mineral exploration, development and operations; industry conditions;uncertainty of mineral resource and mineral estimates; the results and assumptions underlying the mineral resourceestimate and mineral resource on the Cariboo Gold Project; negative operating cash flows; financing risks andadditional financing; the ability of the Registrant to meet its financial obligations as they become due; actual operatingcash flows, operating costs, free cash flows, total cash, transaction costs, and administrative costs of the Registrantdiffering materially from those anticipated; failure to obtain licenses, approvals or permitting in a timely manner (or atall); risks relating to project infrastructure requirements and anticipated processing methods, exploration expendituresdiffering materially from those anticipated; the expected costs to take the Cariboo Gold Project to a positiveconstruction decision (if at all); changes in project parameters; the possibility of project cost overruns or unanticipatedcosts and expenses; accidents, labour disputes, community and stakeholder protests and other risks of the miningindustry risks relating to foreign operations and enforcement of judgements; the potential impact of the Registrant’sprojects in local communities and the social acceptability of the projects; risks related to partnership or other jointoperations; actual results of current exploration, developing and mining activities; the geology of the Registrant’sproperties; variations in mineral resources, mineral production, grades or recovery rates or optimization efforts;uninsured risks, including, but not limited to, pollution, cave-ins or hazards for which insurance cannot be obtained; In addition, Forward-Looking Information in this Form 40-F is based on certain assumptions and involves risksrelated to the business of the Registrant, including, butnot limited to, interest and exchange rates; the price of gold,silver and other metals; competitive conditions in the mining industry; title to mineral properties; financing and Readers are cautioned not to place undue reliance on Forward-Looking Information. Although the Forward-Looking Information contained in this Form 40-F is based upon what management believes, or believed a