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Kua Investments Inc
Symbol KUAI
Shares Issued 6,250,001
Close 2026-01-15 C$ 0.035
Market Cap C$ 218,750
Recent Sedar+ Documents

Kua Investments firms up QT with Placements Appalache

2026-06-18 15:28 ET - News Release

Subject: Kua Investments Inc. News release PDF Document

File: Attachment 17-06-2026 FINAL Kua.pdf

KUA INVESTMENTS INC. SIGNS DEFINITIVE AGREEMENT WITH PLACEMENTS APPALACHE LIMITEE FOR PROPOSED QUALIFYING TRANSACTION

Not for distribution to U.S. news wire services or dissemination in the United States

FOR IMMEDIATE RELEASE Vancouver, British Columbia June 17, 2026

KUA Investments Inc. (TSXV: KUAI-P.V) ("KUA" or the "Company") is pleased to announce that it has entered into a share exchange agreement (the "Definitive Agreement") with Placements Appalache Limitee ("PAL"), a privately owned Canadian company, established in the province of Quebec, at arm's length, which is expected to constitute the "Qualifying Transaction" (as such term is defined in policies of the TSX Venture Exchange ("TSXV")) of KUA (the "Proposed Transaction"). Upon completion, PAL will operate as a wholly owned subsidiary of KUA and form the business of the Company (the "Resulting Issuer"). Since 1977, PAL has exclusive mining rights over High Purity Quartz/Silica deposits on the banks of the St-Lawrence gulf, situated at Baie-Johan-Beetz, Quebec (the "Crete White Property").

Pursuant to the Definitive Agreement, the Company will acquire all of the outstanding shares of PAL (the "PAL Shares") in exchange for that number of fully paid and non-assessable common shares of KUA equal, in the aggregate, to the quotient obtained by dividing the pre-transaction equity value of PAL, currently expected to be $15,000,000, by the price per security issued under the Concurrent Financing (as defined below), currently expected to be $0.25, or such other price as the parties may agree in writing.

PAL intends to complete one or more brokered and/or non-brokered private placements of subscription receipts and such other securities as may be approved by the company (the "Permitted Financing Securities") for a minimum of $3,000,000 and a maximum of $6,000,000 to fund exploration and development at the Crete White Property, general working capital, and transaction expenses (the "Concurrent Financing"). Concurrent with the completion of the Proposed Transaction, it is expected that the Permitted Financing Securities will be automatically exchanged, for no additional consideration and without requiring any further consent of the holders thereof, into shares of the Resulting Issuer.

The Proposed Transaction is expected to close by July 31, 2026. The completion of the Proposed Transaction is subject to a number of terms and conditions, including, among other things (i) there being no material adverse change in respect of the business of PAL and KUA; (ii) the receipt of all necessary consents, orders and approvals, including the conditional approval of the TSXV; and (iii) other customary conditions of closing for a transaction in the nature of the Proposed Transaction as set out in the Definitive Agreement.

The Proposed Transaction is an arm's length transaction in accordance with the policies of the TSXV and is not subject to the approval of the shareholders of KUA, except as required by applicable corporate law.

It is planned that, upon completion of the Proposed Transaction, the principals of KUA, Benoit Marleau and Jean Marleau, will be appointed CEO and Chairman and COO, respectively, of the Resulting Issuer and will both be appointed to the Board of Directors. It is further expected that the name of the Resulting Issuer will be changed to a name mutually agreed upon by the parties, effective following completion of the Proposed Transaction.

The full terms of the Concurrent Financing and the Proposed Transaction will be provided in a future press release or press releases that will include all the required disclosure pursuant to TSXV Policy 2.4, section 11.2 to be considered a "comprehensive news release", including the proposed capital structure of the

- 1 - Resulting Issuer, financial information respecting KUA and, the names and backgrounds of all persons who will constitute insiders of the Resulting Issuer.

Trading in the common shares of KUA is currently halted in accordance with the policies of the TSXV and will remain halted until the closing of the Proposed Transaction or such earlier time as may be permitted. Upon completion of the Proposed Transaction, it is expected that the Company will be a Tier 2 Mining Issuer on the Exchange. The Exchange has in no way passed upon the merits of the Proposed Transaction and has neither approved nor disapproved the contents of this press release. Further information with respect to the Proposed Transaction will be provided in subsequent press releases.

About Placements Appalache Limitee

Placements Appalache Limitee is a non-reporting issuer incorporated in 1966, validly incorporated and subsisting under the laws of the Province of Quebec. PAL has been operating in the Canadian mining industry for more than 50 years and has developed a precise and unique expertise over the Canadian silica market. PAL owns exclusive mining rights of an ultra-white High Purity Silica deposit on the bank of the St-Lawrence gulf, situated at Baie-Johan-Beetz, Quebec.

About KUA Investments Inc.

KUA Capital Canada Ltd. is a Canada-based capital pool company within the meaning of the policies of the Exchange. The principal business of the Company is the identification and evaluation of a Qualifying Transaction under the policies of the Exchange and, once identified or evaluated, to negotiate an acquisition or participation in a business subject to receipt of shareholder's approval, if required, and acceptance by regulatory authorities. The Company has not commenced commercial operations and has no assets other than cash.

On behalf of the Board of Directors Derek Lew Chief Executive Officer KUA Investments Inc. (604)-895-7267 Derek.lew@growthworks.ca

Forward-Looking Statements Disclaimer

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

This news release contains statements that constitute "forward-looking statements." Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause KUA's actual results, performance or achievements, or developments to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "potential" and similar expressions, or that events or conditions "will," "would," "may," "could" or "should" occur.

Forward-looking statements in this document include, among others, statements relating to expectations regarding the terms, conditions, structure and completion of the Proposed Transaction (including all required approvals), including the Concurrent Financing, the business plans of the Resulting Issuer and the expected effect of the Proposed Transaction on future opportunities for the Resulting Issuer and PAL, the anticipated completion of the Proposed Transaction, the proposed directors and officers of the Resulting Issuer, the

- 2 - proposed name change of the Resulting Issuer; and other statements that are not historical facts. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors and risks include, among others: (a) that there is no assurance that the parties will obtain the requisite director, shareholder, regulatory and TSXV approvals for the Proposed Transaction and related matters; (b) there is no assurance that the Concurrent Financing will be completed or as to the actual offering price or gross proceeds to be raised in connection with the Concurrent Financing; (c) following completion of the Proposed Transaction, the Resulting Issuer may require additional financing from time to time in order to continue its operations which may not be available when needed or on acceptable terms and conditions acceptable; (d) compliance with government regulation; (e) applicable laws and regulations could adversely affect the Resulting Issuer's business and results of operations; and (f) the stock markets have experienced volatility that often has been unrelated to the performance of companies and these fluctuations may adversely affect the price of the Resulting Issuer's securities, regardless of its operating performance. The forward-looking information contained in this news release represents the expectations of KUA as of the date of this news release and, accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. KUA undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. For more information about KUA, please contact Derek Lew, Chief Executive Officer, at 604-895- 7267.

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