J2 Metals Inc. Announces Shareholder Approval for Spin-Out

Executive Summary

• Shareholders approved J2 Metals’ plan of arrangement to distribute 5,000,000 shares of Spinco (formerly Twenty Mile Metals Inc.) to J2 shareholders.
• The arrangement received overwhelming support (99.84% of votes cast) and includes approval of a Spinco share‑incentive plan.
• Completion is subject to court approval, TSX‑V acceptance, listing of Spinco shares, and Spinco raising at least $500,000 in a private placement.

Key Details

• Arrangement Mechanics: 5,000,000 Spinco common shares (100% of Spinco’s issued share capital) will be distributed pro‑rata to J2 shareholders based on holdings as of the Share Distribution Record Date (to be announced).
• Shareholder Vote: 6,206,162 votes cast, representing 28.23% of outstanding J2 shares; 99.84% voted in favour of both the Arrangement and the Spinco Incentive Plan.
• Regulatory Steps Required:
• Final order from the Supreme Court of British Columbia (application to be filed Dec 10, 2025).
• Acceptance by the TSX Venture Exchange (TSX‑V).
• Conditional approval for listing Spinco shares on the TSX‑V.
• Completion by Spinco of a private placement raising ≥ $500,000.
• Future Updates: J2 will issue further releases announcing the Share Distribution Record Date and providing status updates on the above conditions.
• Document Availability: Arrangement agreement dated Oct 24, 2025 is filed on SEDAR+ (www.sedarplus.ca).

Notable Quotes

“The approval of this Arrangement unlocks value for our shareholders and positions Spinco for its own growth trajectory,” – Thomas Lamb, CEO & Director, J2 Metals Inc.