Britannia Life Sciences Inc. Enters into $11.3 Million Share Exchange Agreement with McEwen Inc. and Britannia Mining Solutions Inc.

Executive Summary

• Britannia Life Sciences Inc. entered into a share‑exchange agreement with McEwen Inc. and Britannia Mining Solutions (Paragon), whereby McEwen will acquire 648,002 Paragon common shares for an aggregate consideration of approximately $11.3 million (deemed $17.50 per share) paid in McEwen common stock.
• The transaction crystallizes value for Britannia shareholders and provides exposure to a diversified mining platform, supporting Britannia’s strategy to unlock portfolio value and fund growth initiatives.
• Britannia extended the closing date of its previously announced debenture offering to November 30, 2025, indicating continued investor interest while it seeks additional financing.

Key Details

• Transaction Structure: Share‑exchange; McEwen receives 648,002 Paragon common shares from Britannia.
• Consideration: Valued at ~$11.3 million, based on a deemed price of $17.50 per Paragon share, paid in McEwen common shares.
• Strategic Rationale: Unlocks value in Paragon for Britannia shareholders; provides liquidity and exposure to McEwen’s diversified mining assets, supporting future investments in cash‑generative businesses.
• Financing Update: Closing of Britannia’s debenture offering extended to Nov 30, 2025; initial investor interest described as “encouraging.”
• Paragon Highlights: Provider of PhotonAssay™ technology; deploying 12 units globally by end‑2025 (3 already operational).
• McEwen Profile: Listed on NYSE/TSX (MUX); holds 46.4 % of McEwen Copper (Los Azules project valued at US$456 M) and operates gold, silver, and copper assets across the Americas.

Notable Quotes

“This transaction marks another significant milestone in Britannia's strategy to unlock value from our portfolio of innovative science and technology businesses… By realizing value from our holdings in Paragon, we are strengthening Britannia's position to invest in other cash‑generative businesses to drive returns for our shareholders.” – Peter Shippen, CEO, Britannia Life Sciences Inc.