Mr. Thomas Lamb reports
MYRIAD URANIUM PROVIDES UPDATE ON PROCESS TO CLOSE ACQUISITION OF RUSH RARE METALS: RUSH'S INFORMATION CIRCULAR HAS BEEN FILED AND MEETING DATE SET
Rush Rare Metals Corp. has filed its management information circular and related materials for Rush's annual general and special meeting of shareholders at which, among other things, the Rush shareholders will be asked to consider and vote on a special resolution approving a statutory plan of arrangement under which Myriad Uranium Corp. will acquire 100 per cent of the issued and outstanding common shares of Rush. The meeting is scheduled to take place on Aug. 17, 2026, at 10 a.m. (Pacific time) at suite 605, 1125 Howe St., Vancouver, B.C. For the arrangement to become effective, the arrangement resolution must first be approved at the meeting by the affirmative vote of at least two-thirds (66.66 per cent) of the votes cast by Rush shareholders.
On Feb. 13, 2026, Myriad and Rush entered into an acquisition agreement and an arrangement agreement dated as of Feb. 13, 2026, respecting the arrangement. Under the arrangement, Myriad will acquire all of the Rush shares by issuing one Myriad common share for every 1.85 Rush shares issued and outstanding, resulting in an exchange ratio of one Rush share to 0.5405 Myriad share. In addition, all of Rush's convertible securities will be replaced with Myriad convertible securities exercisable for Myriad shares, with appropriate adjustments made to reflect the exchange ratio under the arrangement.
Myriad's chief executive officer, Thomas Lamb, commented: "The acquisition of Rush is a major catalyst for Myriad. It consolidates our ownership of the Copper Mountain uranium project to 100 per cent, unifying ownership and operations in a natural next step following our highly successful development of the project to date. This should meaningfully increase our market cap, opening the door to increased institutional investment and supporting our planned uplisting to a major U.S. exchange. Copper Mountain is one of the strongest uranium projects in the U.S. heartland, and it deserves maximum visibility and investor access in the U.S."
Rush has incorporated a subsidiary, 1577075 B.C. Ltd. (Rush Spinco), to which Rush has transferred all of its right, title and interest in and to its Boxi property in Quebec, and has financed $100,000 to support the formation or capitalization of Rush Spinco. As part of the arrangement, Rush shareholders will receive one Rush Spinco share for each four Rush shares issued and outstanding, in addition to the Myriad shares they will receive under the arrangement. Myriad's focus is wholly on achieving 100-per-cent ownership of Copper Mountain uranium project in Wyoming and continuing to unlock its value as quickly and efficiently as possible.
Closing of the transaction remains subject to a number of conditions, including approval of the Rush shareholders, approval of the British Columbia Supreme Court, approval of the Canadian Securities Exchange, standard closing deliverables and other customary conditions typical for transactions of this nature. Following completion of the transaction, Rush will become a wholly owned subsidiary of Myriad and will be delisted from the CSE. The transaction does not require approval of Myriad shareholders.
Certain directors and officers of Myriad hold securities of Rush which will be exchanged for Myriad and Rush Spinco securities under the arrangement, which exchange is considered to be a related party transaction as defined under Multilateral Instrument 61-101. This related party transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the transaction does not exceed 25 per cent of Myriad's market capitalization of the company, as determined in accordance with MI 61-101. In considering and unanimously approving the transaction, there were no materially contrary views, abstentions (except for any abstentions required by corporate law) or material disagreements by any Myriad director.
About Myriad Uranium Corp.
Myriad Uranium holds a 75-per-cent interest in the Copper Mountain uranium project in Wyoming, United States, with a definitive agreement in place to acquire the remaining 25 per cent via the acquisition of Rush Rare Metals. Copper Mountain hosts multiple historic uranium deposits and past-producing mines, including the Arrowhead mine (approximately 500,000 pounds U3O8 (triuranium octoxide) produced). Union Pacific conducted extensive exploration and development in the district during the late 1970s, including approximately 2,000 boreholes and advanced mine planning, before the uranium market downturn in 1980. Union Pacific is estimated to have invested approximately $125-million (2026 dollars) in the project, generating significant historical resource estimates.
A news release detailing a comprehensive assessment of Copper Mountain's uranium endowment by Bendix Engineering for the United States Department of Energy published in 1982 can be viewed on-line.
Myriad holds a 10-per-cent free carried interest in the Red Basin uranium project, recently sold to 8VC- and Overmatch-backed Subatomic Industries. Red Basin carries significant historical resource estimates from extensive drilling by Occidental Oil in the late 1970s, and also hosts vanadium, which has been designated a strategic and critical mineral by the U.S. government.
Myriad's 100-per-cent-owned Breccia Pipe project in Arizona comprises at least 23 breccia pipes that are prospective for uranium and REEs. One of the pipes, the Wate Pipe, was previously owned and explored by Energy Fuels and is the subject of a historical resource estimate.
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