Metal Energy Announces Right of First Refusal Agreement on Remaining 20% Interest in NIV

Executive Summary

• Metal Energy entered a Right‑of‑First‑Refusal agreement to acquire the remaining 20% interest in the fully permitted NIV and West NIV copper‑gold porphyry property in British Columbia.
• The ROFR gives Metal Energy 45 days to match any third‑party offer, enabling potential 100% ownership of the district‑scale target.
• As consideration, Metal Energy will issue 600,000 common shares at a deemed price of $0.47 per share, subject to TSX Venture Exchange approval and a statutory hold period.

Key Details

• Property: NIV & West NIV, Toodoggone District, BC – fully permitted, drill‑ready copper‑gold‑molybdenum porphyry target.
• Existing Interest: Metal Energy already holds an option to earn 80% of the property (announced Oct 23 2025).
• ROFR Mechanics:
• Grantor must notify Metal Energy of any bona‑fide third‑party offer for the remaining 20% interest.
• Metal Energy has 45 days to elect to purchase on substantially the same terms and consideration.
• Non‑cash consideration, if any, will be paid in cash by Metal Energy.
• Equity Consideration:
• 600,000 common shares (“Consideration Shares”) to be issued at a deemed price of $0.47 per share (market price on announcement date).
• Issuance pending TSX Venture Exchange approval and subject to a four‑month‑plus‑one‑day statutory hold period.
• No Finder’s Fees: The agreement does not involve any finder’s fees.
• Future Plans: Drilling is scheduled to commence in 2026 after finalization of targets and logistics, contingent on completion of the ROFR process.

Notable Quotes

“We are pleased to secure this right of first refusal over the remaining 20% at NIV,” said Stephen Stewart, Chairman of Metal Energy. “This agreement enhances our long‑term optionality to consolidate ownership of a highly compelling, fully permitted copper‑gold porphyry target in one of British Columbia’s most prospective districts.”