Vancouver, British Columbia, Nov. 10, 2026 (GLOBE NEWSWIRE) -- Amaya Big Sky Capital Corp. (“Amaya” or the “Company”) (TSX-V: AMYA.P), a capital pool company, is pleased to announce a consolidation of all of its issued and outstanding common shares (the “Shares”) on the basis of one (1) post-consolidation Share for every four (4) pre-consolidation Shares (the “Consolidation”), to be followed by an offering of up to 60,000,000 post-Consolidation Shares at a price of $0.05 per post-Consolidation Share for aggregate gross proceeds of up to $3,000,000 (the “Offering”).

Share Consolidation

The board of directors of the Company believes the Consolidation will provide a more appropriate capital structure for the Offering and a potential Qualifying Transaction (as such term is defined in Policy 2.4 – Capital Pool Companies of the TSX Venture Exchange (“TSX-V”)). The Company currently has 5,870,100 Shares issued and outstanding. Following the Consolidation, the Company expects to have approximately 1,467,525 Shares issued and outstanding, subject to adjustment for rounding, before completion of the Offering. The exercise price and number of Shares issuable under the Company’s outstanding stock options and agent’s warrants will be adjusted proportionately in accordance with their terms. Shares held in escrow under the Company’s CPC escrow agreement will remain in escrow on a post-Consolidation basis.

No fractional Shares will be issued in connection with the Consolidation. Any fractional interest in a Share of less than 0.5 of a Share will be cancelled without compensation, and any fractional interest equal to or greater than 0.5 of a Share will be rounded up to one whole Share. The Company’s name and trading symbol will not change. The post-Consolidation Shares are expected to be assigned a new CUSIP and ISIN, which, together with the effective date of the Consolidation and the date on which the Shares are expected to commence trading on a post-Consolidation basis, will be announced in a separate news release once the Company has received approval from the TSX-V.

In accordance with the articles of the Company, the Consolidation has been approved by the board of directors of the Company and shareholder approval is not required. The Consolidation remains subject to the acceptance of the TSX-V. Registered shareholders will receive a letter of transmittal from the Company’s transfer agent, Endeavor Trust Corporation, with instructions for exchanging their existing share certificates or DRS advices for post-Consolidation Shares. Shareholders who hold their Shares through a broker or other intermediary do not need to take any action.

Private Placement

The Offering will be completed after the Consolidation takes effect, and all Shares issued under the Offering will be issued on a post-Consolidation basis.

The Company intends to use the net proceeds from the Offering to identify and evaluate assets or businesses for a potential Qualifying Transaction, to pay costs associated with completing a Qualifying Transaction, and for general and administrative expenses, in each case as permitted under Policy 2.4 – Capital Pool Companies of the TSX-V.

The securities issued in the Offering will be subject to applicable hold periods imposed under applicable securities legislation, including a statutory hold period of four months and one day from the closing date of the Offering pursuant to National Instrument 45-102. The Company may pay finder’s fees to eligible finders in connection with the Offering, subject to compliance with applicable securities laws and TSX-V policies.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of U.S. persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Amaya Big Sky Capital Corp.

Amaya is a capital pool company within the meaning of TSX-V Policy 2.4, has not commenced commercial operations, and has no assets other than cash.

For further information, please contact:

Ryan Hounjet, Director and Chief Executive Officer
Telephone: 403-542-6215

Neither the TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements

This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or “occur”. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding future plans, estimates and forecasts and statements as to management’s expectations and intentions with respect to, among other things:

•      the Consolidation, including its effective date, the treatment of fractional Shares, TSX-V acceptance and the number of Shares outstanding following the Consolidation;
•      the completion of the Offering following the Consolidation;
•      the anticipated proceeds to be raised under the Offering;
•      the intended use of any proceeds raised under the Offering;
•      the payment of any finder’s fees in connection with the Offering; and
•      the Company’s ability to identify and complete a Qualifying Transaction.

These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: delays in obtaining or failure to obtain required regulatory approvals for the Consolidation and the Offering, including TSX-V approval; the inability of the Company to raise the anticipated proceeds under the Offering; the inability of the Company to utilize the anticipated proceeds of the Offering as anticipated; and risks related to global financial markets, including the trading price of the Shares.

In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation: the Company will obtain the required regulatory approvals for the Consolidation and the Offering, including TSX-V approval; the Company will be able to raise the anticipated proceeds under the Offering and on the timetable anticipated; and the Company will use the proceeds of the Offering as currently anticipated.

Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement or forward-looking information, except in accordance with applicable securities laws.