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Meed Growth Corp
Symbol MEED
Shares Issued 13,500,000
Close 2026-04-09 C$ 0.04
Market Cap C$ 540,000
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Meed's Athos partner closes first financing tranche

2026-10-06 18:50 ET - News Release

Mr. Alex Bayer reports

MEED PROVIDES UPDATE WITH RESPECT TO QUALIFYING TRANSACTION WITH ATHOS METALS AND ANNOUNCES CLOSING OF FIRST TRANCHE OF CONCURRENT FINANCING

Further to Meed Growth Corp.'s press release dated May 28, 2026, the company and Athos Metals Corp., a corporation incorporated under the laws of the Province of British Columbia, continue to work diligently toward completion of the proposed transaction between the company and Athos which would, if completed, result in the reverse takeover of the company by Athos and constitute the company's qualifying transaction (as such term is defined in Policy 2.4 -- Capital Pool Companies of the TSX Venture Exchange). Upon completion of the proposed transaction, the company will carry on the business of Athos.

The company is pleased to announce that, further to the company's press release dated May 28, 2026, and Athos's press release dated June 30, 2026, Athos has closed the first tranche of its previously announced non-brokered private placement of subscription receipts for aggregate gross proceeds of $1,276,799.96. Under the first tranche, Athos issued 5.72 million subscription receipts of Athos at a price of 10 cents per subscription receipt for gross proceeds of $572,000 and 5,873,333 flow-through subscription receipts at a price of 12 cents per FT subscription receipt for gross proceeds of $704,799.96.

The gross proceeds of the first tranche are being held in escrow pending the satisfaction of certain escrow release conditions, including the satisfaction or waiver of all conditions precedent to the proposed transaction. Upon satisfaction of the escrow release conditions, each subscription receipt will entitle the holder thereof to receive, without additional consideration or further action by the holder, one common share of Athos and each FT subscription receipt will entitle the holder thereof to receive, without additional consideration or further action by the holder, one Athos share that will qualify as a flow-through share within the meaning of Subsection 66(15) of the Income Tax Act (Canada).

Upon completion of the proposed transaction, the Athos shares issued pursuant to the subscription receipts will be exchanged for common shares of the resulting issuer and the FT Athos shares will be exchanged for flow-through common shares of the resulting issuer. If the escrow release conditions are not satisfied on or before 5 p.m. (Vancouver time) on Nov. 30, 2026 (as extended from Sept. 30, 2026), the subscription receipts and the FT subscription receipts will be cancelled and each holder thereof will be entitled to receive an amount equal to the aggregate purchase price of their subscription receipts and/or FT subscription receipts, plus their pro rata share of any interest earned thereon.

The proceeds from the sale of the FT subscription receipts will be used to advance exploration on Athos's mineral properties and Athos will incur Canadian exploration expenses qualifying as critical mineral exploration expenditures in an amount equal to the aggregate issue price of the FT subscription receipts, which will be renounced to subscribers with an effective date no later than Dec. 31, 2026. The proceeds from the subscription receipts will be used to advance exploration on Athos's mineral properties and for working capital and general corporate purposes.

In connection with the first tranche, Athos will pay, subject to and only upon satisfaction of the escrow release conditions, finders' fees of $29,750.01 in cash, representing 7 per cent of the gross proceeds of the first tranche received from subscribers introduced by finders and will issue 266,000 non-transferable finders' warrants, representing 7 per cent of the aggregate number of subscription receipts and FT subscription receipts issued under the first tranche to such subscribers, with each finder's warrant exercisable to acquire one Athos share at a price of 10 cents for a period of 24 months from the date of issue, in accordance with applicable securities laws and exchange policies. No finders' fees will be payable if the escrow release conditions are not satisfied. Athos anticipates closing one or more additional tranches of the private placement. Securities issued in connection with the private placement and any finders' securities are subject to applicable statutory hold periods and any exchange escrow or resale restrictions, as applicable.

The company and Athos have also entered into an extension letter in respect of the binding merger agreement dated May 28, 2026, whereby the outside date to complete the proposed transaction is extended from Sept. 30, 2026, to Oct. 31, 2026, or such later date as may be agreed upon in writing by the company and Athos.

There can be no assurance that the proposed transaction will be completed on the terms proposed or at all.

About Meed Growth Corp.

Meed was incorporated under the Business Corporations Act (British Columbia) on Feb. 2, 2021, and is a capital pool company (as such term is defined in Policy 2.4) listed on the exchange. Meed has not commenced commercial operations and has no assets other than cash and cash equivalents.

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