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Canex Metals Inc
Symbol CANX
Shares Issued 166,950,482
Close 2026-02-12 C$ 0.28
Market Cap C$ 46,746,135
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Canex Metals wins court relief from Gold Basin

2026-02-12 17:53 ET - News Release

Dr. Shane Ebert reports

GOLD BASIN IS RESTRAINED FROM TRANSACTING ANY BUSINESS WITHOUT PRIOR COURT APPROVAL

Canex Metals Inc. has received official notice that the Supreme Court of British Columbia on Feb. 11, 2026, ordered that an annual general meeting of the shareholders of Gold Basin Resources Corp. (TSX-V: GXX) be held on March 16, 2026, that Canex can send notice and conduct the meeting in the same manner as a general meeting called by the directors of Gold Basin, and that Gold Basin is restrained from transacting any business until the conclusion of the meeting.

Highlights

An order from the Supreme Court of British Columbia has called an annual general meeting of the shareholders of Gold Basin on March 16, 2026.

The same order allows Canex to send notice of the meeting and conduct the meeting in the same manner as a general meeting called by the directors of Gold Basin, and Steve McKoen, K.C., is appointed independent chair for the meeting.

Until the conclusion of the meeting, the court order restrains Gold Basin from transacting any business, other than that necessary to co-operate with Canex in convening the meeting, without prior approval from the court.

On Feb. 11, 2026, Gold Basin issued a news release announcing an annual general meeting of Gold Basin shareholders for May 12, 2026, and encouraging interested third parties to submit formal proposals for the current board's consideration. Gold Basin's proposed meeting date has been pre-empted by the court ordered meeting, and Gold Basin's invitation to third parties to make proposals to the current board is in direct breach of a restraining order issued by the court on Feb. 2, 2026.

Order from the Supreme Court of British Columbia

On Feb. 11, 2026, an order was issued by the court calling an annual general meeting of Gold Basin shareholders to be held on March 16, 2026, and providing that Canex may send notice of the meeting and conduct the meeting in the same manner as a general meeting called by the directors of Gold Basin. Mr. McKoen has been appointed independent chair of the meeting.

The order also requires Gold Basin to take all steps necessary to correct Gold Basin's central securities register, including any shareholder list kept by Gold Basin and all transfers and shares tendered in connection with the acquisition of common shares of Gold Basin in an all-share transaction by way of a takeover bid initiated by Canex under National Instrument 62-104 -- Take-Over Bids and Issuer Bids.

In addition, Gold Basin has been restrained until the conclusion of the meeting, from transacting any business, or causing its subsidiaries to transact any business, other than that necessary to co-operate with Canex in convening the meeting, without prior approval from the court. Without limiting the generality of the foregoing, the order specifically restrains Gold Basin from:

(a) Selling, transferring, disposing of, leasing or encumbering any property of Gold Basin or its subsidiaries;

(b) Issuing any securities of Gold Basin or its subsidiaries;

(c) Borrowing or lending money or amending the terms of any outstanding debt or liability;

(d) Assuming or becoming subject to any liability or guarantee;

(e) Any movement, transfer or expenditure of money out of any bank account of Gold Basin or its subsidiaries, other than that necessary to convene the meeting;

(f) Any action or inaction which would allow a third party to enforce any security, lien or encumbrance over any property.

Despite Gold Basin seeking an adjournment of Canex's petition for the order, all issues before the court were concluded in favour of Canex.

Only hours before the hearing of the petition on Feb. 11, 2026, Gold Basin issued a news release announcing an annual general meeting of Gold Basin shareholders for May 12, 2026, and encouraging interested third parties to submit formal proposals for consideration by Gold Basin's board. Gold Basin's proposed meeting date was a transparent delaying tactic by a board with no shareholder mandate -- that had not called an annual meeting in over 20 months in breach of its statutory obligations -- to continue to entrench itself at the expense of shareholders right to elect a board on a timely basis.

In giving reasons for his decision, Justice Walker of the Supreme Court of British Columbia expressly noted that he was greatly troubled by the actions of Gold Basin's current board, and that its solicitation of proposals in its Feb. 11 press release, on its face, breached the terms of an earlier restraining order of the court pronounced on Feb. 2, 2026.

Canex has put the board of Gold Basin on notice that it reserves the right to seek contempt orders against them personally in relation to their Feb. 11, 2026, press release and any further actions of Gold Basin that breach the restrictions set out in yesterday's order.

The current Gold Basin board lost the support of the majority of its shareholders in the successful Canex bid. It is disappointing that a failed and rejected board would continue to put shareholders' investment at risk by violating a court order in an effort to sell the assets of Gold Basin out from under their own shareholders.

Advisers

Canex has retained Borden Ladner Gervais LLP as its legal adviser and Laurel Hill Advisory Group as its information agent.

About Canex Metals Inc.

Canex Metals is a Canadian junior exploration company focused on advancing its 100-per-cent-owned Gold Range project in northern Arizona.

Dr. Shane Ebert, PGeo, is the qualified person for Canex and has verified the data disclosed in this news release against historical and current data sources and has approved the technical disclosure contained in this news release.

We seek Safe Harbor.

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