Robex Resources Inc. Files Management Information Circular for Special Meeting of Shareholders

Executive Summary

• Robex Resources Inc. filed its management information circular for a special shareholders’ meeting on Dec 15, 2025 to approve a statutory plan of arrangement with Predictive Discovery Limited.
• Under the arrangement, Acquireco (a wholly‑owned subsidiary of Predictive) will acquire 100% of Robex’s issued and outstanding shares; each Robex share (or equivalent CDI) will be exchanged for 8.667 fully paid ordinary shares of Predictive.
• The Board and an independent special committee unanimously recommend that shareholders vote FOR the Arrangement Resolution, citing strategic scale, cash‑flow leverage, management strength, upside potential, and enhanced capital‑markets profile.

Key Details

• Meeting Information: Virtual webcast on Dec 15, 2025 at 8:00 a.m. ET (9:00 p.m. AWST); pre‑registration required via www.icastpro.ca/q04g09 (English) or www.icastpro.ca/hzwy58 (French).
• Arrangement Mechanics:
• Acquireco will acquire all Robex Shares; shareholders receive 8.667 Predictive shares per Robex share held immediately before the Effective Time.
• Robex CDIs are cancelled and holders receive the same exchange ratio, subject to rounding.
• Post‑closing, Robex becomes an indirect wholly‑owned subsidiary of Predictive.
• Consideration Example: Holding 1,000 Robex Shares → receipt of 8,667 Predictive Shares (or equivalent for CDIs).
• Board & Special Committee Recommendation: Unanimous support; deemed in the best interests of the corporation and fair to shareholders.
• Strategic Rationale (as outlined by the Board):
• Combines two large, low‑cost West African gold projects, enhancing scale and competitiveness.
• Leverages cash flows from the Kiniero Project to fund development of the Bankan Project.
• Strengthens management team with proven in‑country track record.
• Creates a tier‑1 mining hub with meaningful upside and coordinated development strategy.
• Expected inclusion in ASX 200 and VanEck Junior Gold Miners indices, improving market visibility and potential share‑price re‑rating.
• Fairness Opinions: Received from Cormark Securities Inc. (for the Special Committee) and Canaccord Genuity Corp. (for the Board), confirming financial fairness of the consideration.
• Voting Threshold: Arrangement requires approval by at least two‑thirds (66 %) of votes cast at the meeting.
• Voting Support Agreements: Directors, senior officers, and certain shareholders representing ~25.5 % of Robex Shares have entered support agreements to vote in favour.
• Proxy Solicitation Contacts: Laurel Hill Advisory Group – 1‑877‑452‑7184 (North America), 1‑800‑861‑409 (Australia CDI holders), email [email protected]; international toll‑free 1‑416‑304‑0211.

Notable Quotes

• “The Arrangement combines two of the potentially largest, lowest cost and most advanced gold projects in West Africa, enhancing scale, access to capital, strategic relevance and competitiveness.” – Robex Board (summary)
• “The combined company is expected to have a strengthened team with a proven in‑country track record… positioning the combined company for a potential share price re‑rate.” – Robex Board (summary)