Mr. Juan Giron reports
CANSTAR ANNOUNCES PROPOSED EXTENSION OF INCENTIVE WARRANTS
Canstar Resources Inc. intends to extend the expiry date of 10,357,369 common share purchase warrants from Sept. 25, 2026, to Dec. 31, 2026, subject to final acceptance by the TSX Venture Exchange, the agreement of the applicable holders and compliance with applicable securities laws.
The warrants were issued on Sept. 25, 2025, under the company's early warrant exercise incentive program, as described in the company's news releases dated Aug. 25, 2025, and Sept. 26, 2025. Each warrant entitles the holder to acquire one common share of the company at an exercise price of seven cents. The exercise price and all other terms of the warrants remain unchanged, including the provision under which the company may accelerate the expiry of the warrants if the closing price of the shares on the TSX-V equals or exceeds 10 cents for 10 consecutive trading days.
The closing price of the shares on the TSX-V on Sept. 10, 2026, was 5.5 cents. None of the warrants are held by insiders of the company.
The proposed amendment will become effective on the closing date determined by the company following receipt of final TSX-V acceptance and the required holder agreements, accredited investor representations, and other confirmations required by the company for purposes of applicable securities laws. A holder that does not satisfy these conditions will not receive the benefit of the proposed amendment, and the warrants held by that holder will continue to expire on Sept. 25, 2026, in accordance with their existing terms.
Because the warrants do not permit the company to extend their expiry date without the consent of the applicable holders, the proposed amendment will constitute a new distribution of the warrants under applicable Canadian securities laws. The company intends to rely on the accredited investor exemption from the prospectus requirement in connection with the proposed amendment and will file a Form 45-106F1 (Report of Exempt Distribution) in the applicable Canadian jurisdictions. The warrants, as amended, and any shares issued upon exercise thereof will be subject to a statutory hold period of four months and one day from the effective date of the proposed amendment in accordance with applicable Canadian securities laws. Any proceeds from the exercise of the warrants will be used for general working capital purposes.
"The holders of these warrants supported the company's incentive program last year with full participation," said Juan Carlos Giron Jr., president and chief executive officer of the company. "Extending the expiry to the end of the year gives those holders additional time to exercise."
About Canstar Resources Inc.
Canstar is a focused volcanogenic massive sulphide exploration company with a portfolio of projects in established mining jurisdictions. The company's flagship Mary March VMS project (approximately 148 square kilometres) is located within the Buchans district in central Newfoundland and is being advanced under an earn-in joint venture with VMS Mining Corp. The Buchans mining camp is known for producing some of the highest-grade VMS deposits in North American mining history. The company's Skellefte VMS project (approximately 68,000 hectares) is located in the northern portion of the Skellefte VMS belt of Sweden, a well-established VMS district. Canstar also holds the Golden Baie project in southern Newfoundland, currently subject to an option agreement with Churchill Resources Inc.
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