VANCOUVER, BC, Nov. 9, 2026 /PRNewswire/ -- Nevada Organic Phosphate Inc. ("NOP" or the "Company") (CSE: NOP) (OTCQB: NOPFF) (FSE: ZV8), a B.C. based leader in organic sedimentary phosphate exploration, announces that, its board of directors is considering a proposed consolidation of the Company's issued and outstanding common shares, subject to regulatory approval and the approval of shareholders. The proposed consolidation is intended to provide the Company with greater flexibility as it advances the Murdock Mountain Project through its current drill program, the receipt of pending analytical results and the preparation of a maiden mineral resource estimate by P&E Mining Consultants Inc.
Robin Dow, CEO, commented:"Management believes the Company's recent drilling program has continued to support the geological interpretation of the Upper Phosphate Zone within the Meade Peak Member across the Nevagro Permit Area. While assay results remain pending for several drill holes and a mineral resource has not yet been established, we are encouraged by the consistency observed during drilling and core logging.
We believe that the current capital structure and trading liquidity may not appropriately reflect the progress achieved by the Company or the potential significance of upcoming milestones, including the completion of the current drill program, receipt of assays and preparation of a maiden mineral resource estimate. Accordingly, management believes a share consolidation may position the Company more effectively as it advances these objectives and seeks to expand its visibility within U.S. capital markets.
The proposed consolidation is intended to improve the Company's capital structure and facilitate broader market participation."
There can be no assurance that a consolidation will result in increased liquidity, improved valuation, qualification for any particular market listing or the successful completion of a mineral resource estimate. The Company currently maintains approximately US$2.5 million in cash and remains funded to complete the current phase of exploration and technical evaluation.
In connection with the proposed consolidation the Company has filed a notice of meeting to convene a meeting of shareholders (the "Meeting"). The Meeting will take place on December 30, 2026, and copies of the meeting materials are expected to be published on or about December 9, 2026, which will be available for review under the profile of the Company on SEDAR+ (www.sedarplus.ca).
The Meeting has been convened to seek shareholder approval of a special resolution (the "Consolidation Resolution"), authorizing, if deemed advisable by the board of directors, the consolidation of the issued and outstanding common shares (the "Common Shares") of the Company on the basis of one (1) post-consolidation share for a maximum of every three (3) pre-consolidation Common Shares issued and outstanding (the "Share Consolidation").
In order to be adopted, the Consolidation Resolution must be approved by at least two thirds (66 2/3%) of the votes cast by shareholders either present in person or represented by proxy at the Meeting. If the special resolution is approved, the Board will have discretion to determine the exact timing of the Share Consolidation, including not to proceed with the Share Consolidation. The Share Consolidation also remains subject to applicable regulatory approvals.
The Board believes that the Share Consolidation may improve the marketability and liquidity of the Common Shares, improve the Company's access to capital markets and facilitate future financing opportunities. Accordingly, the Board believes that the Share Consolidation is in the best interests of the Company.
As of November 9, 2026, the Company has 180,049,541 Common Shares issued and outstanding. If completed, the Consolidation would reduce the number of issued and outstanding Common Shares to approximately 60,016,513 Common Shares (subject to rounding). No fractional Common Shares will be issued. The number of post Share Consolidation Common Shares will be rounded up to the nearest whole number. The exercise or conversion price and/or the number of Common Shares issuable under any of the Company's outstanding convertible securities will be proportionately adjusted in connection with the Share Consolidation in accordance with their respective terms.
Anticipated Post-Consolidation Capitalization Table
Currently Post 3:1
Outstanding Consolidation
Total issued and outstanding common shares 180,049,541 60,016,514
Total options outstanding 16,908,000 5,636,000
Warrants outstanding
Exercisable at $0.10 36,106,563 12,035,521
Exercisable at $0.30 18,026,684 6,008,895
Total warrants outstanding 54,133,247 18,044,416
Total issued and outstanding shares - Diluted 251,090,788 83,696,929
Shareholders are encouraged to review the Company's management information circular and related meeting materials, which will be mailed to shareholders and filed under the Company's profile on SEDAR+. The meeting materials will include additional information regarding the proposed Share Consolidation and the voting process.
Nevada Organic Phosphate Inc. (CSE: NOP) (OTCQB: NOPFF) (FSE: ZV8)
NOP is a junior exploration company with an organic certifiable sedimentary raw rock phosphate bed, 6.6 kilometres long, in northeast Nevada. Additional applications extend the potential strike of rock phosphate to over 30 kilometres. This is believed to be the only known large-scale organic certifiable sedimentary phosphate project in North America. It is situated close to the main highway to Montello/Elko, Nevada, and the rail head to California or the East Coast.
For More Information
Robin Dow, CEO
T: 604.355.9986
E: robin@dowgroup.ca
Neither the Canadian Securities Exchange nor its regulations services providers have reviewed or accept responsibility for the adequacy or accuracy of this release.
This news release may contain forward-looking statements and information ("FLSI") within the meaning of applicable securities laws.FLSI may include expectations, anticipations, beliefs, opinions, plans, intentions, estimates, forecasts, projections, guidance or other similar statements and information that are not historical facts.All statements which are not historical statements are considered FLSI.All FLSI is based on assumptions, which may prove inaccurate, and subject to certain risks and uncertainties, including without limitation those risks and uncertainties identified in the Company's public securities filings, which may cause actual events or results to differ materially from those indicated or implied in FLSI. A mineral resource has not been defined on the Murdock Mountain Project. Completion of a maiden mineral resource estimate remains subject to receipt and interpretation of all drilling and analytical data. There can be no assurance that ongoing exploration will result in the definition of a mineral resource or that any proposed corporate initiatives will achieve their intended objectives. Accordingly, readers should not place undue reliance or value on FLSI.Although the Company believes that the expectations reflected in any FLSI in this news release are reasonable at the present time, it can give no assurance that such FLSI will prove to be correct.Any FLSI in this news release is made as of the date hereof and the Company undertakes no obligations to publicly update or revise any FLSI, whether as a result of new information, future events or otherwise, unless required by applicable securities laws.Any FLSI in this news release is expressly qualified in its entirety by this cautionary statement.
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SOURCE Nevada Organic Phosphate Inc.
