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VANCOUVER, BRITISH COLUMBIA – TheNewswire - July 15, 2026 – Pender Street Capital Corp. (TSXV: PCP.P) (“ Pender ”) provides the following update regarding its previously announced proposed qualifying transaction (the “ Proposed Transaction ”) with 1559239 B.C. Ltd. (“ Calu ”), as first disclosed in Pender’s news release dated June 8, 2026.

Pender and Calu continue to work collaboratively toward the negotiation and execution of a definitive agreement in respect of the Proposed Transaction (the “ Definitive Agreement ”). The parties remain actively engaged in advancing the Proposed Transaction and are continuing their due diligence review, preparation of transaction documentation and discussions regarding the terms of the Definitive Agreement. Calu is also working to complete the production of a National Instrument 43-101 – Standards of Disclosure for Mineral Projects compliant technical report in respect of its La Gitana Gold Silver Project located in Oaxaca State, Meixco, to accompany the filing statement to be prepared in connection with the Proposed Transaction.

As previously disclosed, the Proposed Transaction is expected to be structured as a three-cornered amalgamation under the Business Corporations Act (British Columbia) (“ BCBCA ”), pursuant to which a wholly-owned subsidiary of Pender will amalgamate with Calu. Upon completion of the Proposed Transaction, it is anticipated that Pender will continue as the resulting issuer and carry on the business of Calu through the amalgamated entity.

Completion of the Proposed Transaction remains subject to a number of conditions, including, but not limited to, the negotiation and execution of the Definitive Agreement, completion of satisfactory due diligence, completion of the previously announced concurrent financing, receipt of all required corporate, shareholder, stock exchange and regulatory approvals and the satisfaction or waiver of customary closing conditions.

Pender will provide further updates regarding the Proposed Transaction in accordance with the policies of the TSX Venture Exchange (the “ TSXV ”) as material developments occur.

For more information on the Proposed Transaction and Calu, please see the Company’s news releases dated June 8, 2026 filed under its profile on SEDAR+.

About Pender Street Capital Corp.

Pender was incorporated on September 2, 2021 pursuant to the provisions of the BCBCA and is a Capital Pool Company (as defined in the Manual) listed on the TSXV and a reporting issuer in the Provinces of British Columbia, Alberta and Ontario. Pender has no commercial operations and no assets other than cash. Pender’s only business is to identify and evaluate assets or businesses with a view to completing a Qualifying Transaction (as defined in Policy 2.4).

Additional Information

A comprehensive press release with further particulars relating to the Proposed Transaction, including further particulars of the issuer resulting from the Proposed Transaction, will follow in accordance with the policies of the TSXV.

All information contained in this press release with respect to the Company and Calu was supplied, for inclusion herein, by the respective parties and each party and its directors and officers have relied on the other party for any information concerning the other party.

Completion of the Proposed Transaction is subject to a number of conditions, including, but not limited to, TSXV acceptance and if applicable pursuant to TSXV Requirements, majority of the minority shareholder approval. Where applicable, the Proposed Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Proposed Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Proposed Transaction, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the Proposed Transaction and has neither approved nor disapproved the contents of this press release.

For more information, please contact:

Pender Street Capital Corp.                                1559239 B.C. Ltd.

Attn:         Steve Vanry, CEO                                 Attn:         Anthony Balic, President

Email:         steve@vanrycap.com                                 Email:        abalic@katunicapital.com

Phone:  +1 604 671-9522                                Phone:  +1 604 312-2425

Cautionary Note Regarding Forward-Looking Information

This news release contains certain forward-looking statements and forward-looking information within the meaning of applicable securities laws. Forward-looking statements relate to future events or future performance and include, but are not limited to, statements regarding the proposed structure, timing, terms and completion of the Proposed Transaction, the negotiation and execution of the Definitive Agreement, the completion of the concurrent financing, the receipt of required approvals and the future plans and objectives of the parties. Forward-looking statements are based on management's current expectations and assumptions and are subject to a number of risks and uncertainties, many of which are beyond the parties' control, that could cause actual results to differ materially from those anticipated. Readers are cautioned not to place undue reliance on forward-looking statements. The Company undertakes no obligation to update or revise any forward-looking statements except as required by applicable law.

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

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended, or any applicable state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.

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