Railtown Announces Change in Financial Year-End

Executive Summary

• Railtown Capital Corp. is changing its fiscal year‑end from Nov 30 to Dec 31 to align with Tiernan Gold Corp. in anticipation of the proposed reverse takeover.
• Upon completion, the combined entity will be named “Tiernan Gold Corp.” and will report a 13‑month transition year ending Dec 31 2025, followed by standard quarterly reporting (Mar, Jun, Sep).
• The change is disclosed to satisfy TSX Venture Exchange Policy 2.4 requirements for capital pool companies seeking a qualifying transaction.

Key Details

• Financial Year‑End Change: Effective immediately; new FY‑end = December 31.
• Transition Reporting: Combined entity will file audited financials for a 13‑month period ending Dec 31 2025 (comparative to Nov 30 2024) and interim results for quarters ending Mar, Jun, Sep 2026 (with comparable periods in 2025).
• Future Reporting Calendar: After transition, fiscal quarters will end on the last day of March, June, and September each year.
• Purpose: Align reporting with Tiernan Gold Corp. to meet TSX Venture Exchange “Qualifying Transaction” criteria under Policy 2.4 for capital pool companies.
• Proposed Transaction Status: Subject to TSXV acceptance, shareholder approval, and other customary conditions; trading of Railtown shares remains halted pending completion.
• Reference Documents: Notice of Change of Financial Year‑End filed on SEDAR+, amended & restated business combination agreement (Nov 7 2025), prior joint news releases (Sept 3 – Nov 18 2025).

Notable Quotes

• “The change in the Company's financial year‑end … was made to align … with Tiernan as of the closing of Tiernan's proposed reverse takeover.” – Chris Taylor, CEO and Director.