15:37:03 EDT Mon 27 Jul 2026
Enter Symbol
or Name
USA
CA



Scorpio Gold Corp (3)
Symbol SGN
Shares Issued 302,964,194
Close 2026-07-24 C$ 0.255
Market Cap C$ 77,255,869
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Scorpio to list American depositary shares on Nasdaq

2026-07-27 13:07 ET - News Release

Mr. Zayn Kalyan reports

SCORPIO GOLD ANNOUNCES INTENTION TO PURSUE NASDAQ LISTING OF AMERICAN DEPOSITARY SHARES

Scorpio Gold Corp. intends to pursue a listing of American depositary shares (ADSs) on the Nasdaq Capital Market.

Rather than seeking to list its common shares directly on Nasdaq, the company intends to establish an American depositary share program, under which a U.S. depositary bank would issue ADSs representing a specified number of Scorpio Gold common shares. The ratio of common shares represented by each ADS will be determined in connection with the proposed listing process, taking into account the company's objective of establishing an appropriate U.S. trading price for the ADSs while satisfying Nasdaq's initial listing requirements. The company currently expects each ADS to represent approximately 20 common shares.

The ADS program is expected to be administered by a U.S. depositary bank pursuant to a deposit agreement customary for cross-border listings of this nature. In connection with the establishment of the ADS program, the U.S. depositary bank is expected to file a registration statement on Form F-6 with the SEC (U.S. Securities and Exchange Commission) to register the ADSs to be issued under the deposit agreement. Holders of ADSs will have a beneficial interest in the company's common shares represented by the ADSs in accordance with the terms of the applicable deposit agreement.

The company's common shares would continue to trade on the TSX Venture Exchange, while the ADSs would trade on Nasdaq, providing U.S. investors with the ability to invest through the familiar U.S. market infrastructure. The ADS structure is also expected to enable the proposed Nasdaq listing while preserving the company's existing Canadian share capital structure (without a reverse split) and the trading of its common shares on the TSX-V.

To facilitate the proposed Nasdaq listing, the company has filed a short-form base shelf prospectus in Canada and a corresponding registration statement on Form F-10 with the SEC under the Canada/United States multijurisdictional disclosure system. Common shares underlying the ADSs and ADSs may be issued pursuant to the Canadian base shelf prospectus, the Form F-10 registration statement and an applicable prospectus supplement.

Zayn Kalyan, chief executive officer of Scorpio Gold, stated: "The proposed Nasdaq listing will represent an important milestone in Scorpio's growth strategy. We believe an ADS listing has the potential to expand our visibility among U.S. investors, broaden access to the U.S. capital markets and complement our existing TSX-V listing while preserving our current Canadian capital structure."

The proposed listing of the ADSs on Nasdaq remains subject to satisfaction of Nasdaq's initial listing requirements, receipt of all required regulatory approvals, and completion of customary listing processes. There can be no assurance that the company's application will be approved or that a listing of the ADSs on Nasdaq will be completed.

About Scorpio Gold Corp.

Scorpio Gold holds a 100-per-cent interest in the Manhattan district, located in the Walker Lane trend of Nevada, United States. Scorpio Gold's Manhattan district is approximately 4,780 hectares and comprises the advanced exploration-stage Goldwedge mine, with a 400-ton-per-day-maximum-capacity gravity mill, and four past-producing pits that were acquired from Kinross in 2021 (see news release dated March 25, 2021. The consolidated Manhattan district presents an exciting late-stage exploration opportunity, with over 140,000 metres of historical drilling, significant resource potential, and valuable permitting and water rights.

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