Terra Balcanica Announces Proposed Spin-Out of Terra North Resources Corp.

Executive Summary

• Terra Balcanica’s Board approved, in principle, a spin‑out of its Canadian uranium assets into a new wholly‑owned subsidiary, Terra North Resources Corp. (“Terra North”).
• The spin‑out will transfer 591 km² of Saskatchewan uranium licences to Terra North in exchange for 15 million Terra North common shares and will be funded through private placements targeting a $2 M 2026 exploration budget.
• Terra North plans a pro‑rata distribution of its shares to existing Terra shareholders and seeks a CSE listing in Q2 2026, subject to shareholder, regulatory and exchange approvals.

Key Details

• Asset Transfer: 591 km² Saskatchewan uranium portfolio (including the Charlot–Neely Lake claim cluster) transferred to Terra North for 15,000,000 Terra North common shares.
• Financing Plan: Terra North will conduct a series of private‑placement financings to fund its 2026 exploration program and working capital needs for 2026‑27.
• Exploration Budget: Planned $2 million budget for late‑spring 2026, covering multiple geophysical surveys and follow‑up ground‑truthing fieldwork.
• Share Distribution: Terra North will distribute a portion of its shares held by Terra to Terra shareholders on a pro‑rata basis as a return of capital.
• Listing Target: Application to list Terra North common shares on the Canadian Securities Exchange (CSE) with an anticipated listing in Q2 2026, pending regulatory approvals.
• Technical Report: Dahrouge Consulting Inc. engaged to prepare an NI 43‑101 compliant technical report for the Charlot–Neely Lake property to support the spin‑out and CSE listing.
• Legal Counsel: Maxis Law Corporation retained to provide legal services and facilitate the transaction.
• Approvals Required: Completion subject to shareholder approval, CSE acceptance, and compliance with securities and corporate law requirements.

Notable Quotes

“The spin‑out of Terra North positions our uranium portfolio within a focused exploration vehicle while allowing Terra to continue advancing its European projects… This structure is designed to unlock value for Terra shareholders through direct exposure to the exploration upside of the Canadian assets, while minimizing dilution of Terra shareholders by raising funding for Canadian exploration activity directly in Terra North.” – Dr. Aleksandar Miškovic, President & CEO

All non‑material boilerplate and forward‑looking disclaimer text have been omitted.