Mr. Matthew Gustavson reports
MEED GROWTH CORP. AND ATHOS METALS CORP. ANNOUNCE FILING OF FILING STATEMENT AND CLOSING OF THIRD TRANCHE OF CONCURRENT FINANCING
Meed Growth Corp., further to its press release dated Oct. 13, 2026, announcing the conditional acceptance by the TSX Venture Exchange of its proposed business combination with Athos Metals Corp. by way of a three-cornered amalgamation that will constitute the qualifying transaction (as such term is defined in Policy 2.4 -- Capital Pool Companies of the TSX-V) of Meed, it has filed a filing statement in respect of the proposed transaction dated Oct. 30, 2026, on the corporation's SEDAR+ profile.
Assuming all conditions to the closing of the proposed transaction are satisfied, including the conditions of the TSX-V's conditional acceptance, the corporation and Athos anticipate closing the proposed transaction on or about Nov. 13, 2026. Upon completion of the proposed transaction, the corporation will carry on the business of Athos and, subject to final acceptance of the TSX-V, is expected to be listed as a Tier 2 mining issuer on the TSX-V. In due course, the parties will issue a further press release announcing the closing of the proposed transaction and the date on which the common shares of the resulting issuer will commence trading.
In connection with the proposed transaction, and prior thereto, the corporation will change its name to "Athos Metals Corp." and complete a share consolidation in respect of its issued and outstanding common shares on the basis of one postconsolidation Meed share for every 1.428571429 preconsolidation Meed shares. Immediately following the consolidation, there will be approximately 9.45 million postconsolidation Meed shares issued and outstanding.
The corporation 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 Oct. 31, 2026, to Nov. 30, 2026, or such later date as may be agreed upon in writing by the corporation and Athos.
The corporation is also pleased to announce that, further to the corporation's press release dated May 28, 2026, Athos's press release dated June 30, 2026, and the corporation's press releases dated Oct. 6, 2026, and Oct. 13, 2026, Athos has closed the third tranche of its previously announced non-brokered private placement of subscription receipts for aggregate gross proceeds of $152,500. Under the third tranche, Athos issued 1,525,000 subscription receipts of Athos at a price of 10 cents per subscription receipt. Together with the first and second tranches of the private placement, Athos has issued an aggregate of 8,545,000 subscription receipts and 6,873,333 flow-through subscription receipts for aggregate gross proceeds of $1,679,300.04 under the private placement to date.
The gross proceeds of the third tranche, together with the gross proceeds of the first and second tranches of the private placement, 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, 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.
Athos may close an additional tranche of the private placement prior to the closing of the proposed transaction. Securities issued in connection with the private placement and any finder's securities are subject to applicable statutory hold periods and any TSX-V escrow or resale restrictions, as applicable.
Additional information
The proposed transaction is not a "non-arm's length qualifying transaction" (as such term is defined in Policy 2.4), and as such shareholder approval is not required for the proposed transaction under the policies of the TSX-V.
Trading in the common shares of the corporation is presently halted and will remain halted until completion of the proposed transaction and the issuance of the TSX-V's final bulletin.
For further information, please refer to the filing statement posted to the corporation's issuer profile on SEDAR+, as well as the press releases of the corporation dated May 28, 2026, Oct. 6, 2026, and Oct. 13, 2026, and the press release of Athos dated June 30, 2026.
About Athos Metals Corp.
Athos is a Canadian mineral exploration company identifying and advancing critical minerals prospects in Canada. Athos's initial focus is the 17,645-hectare Empire district project, a district-scale copper, nickel, platinum group element and gold (Cu-Ni-PGE-Au) exploration opportunity in Northwestern Ontario.
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 TSX-V. Meed has not commenced commercial operations and has no assets other than cash and cash equivalents.
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