Arcus completes 1:10 share rollback, financings

Executive Summary

• Arcus Development Group Inc. completed a 1:10 share consolidation and closed two concurrent non-brokered private placements, raising a total of $1.65 million in gross proceeds.
• The capital will be allocated to general working capital and to fund exploration activities at the company's wholly owned Touleary project in the Yukon's White Gold district.
• Following the financings, the company satisfied TSX Venture Exchange requirements, triggering a listing transfer from NEX to TSX-V Tier 2 and a symbol change from ADG.H to ADG, effective January 5, 2026.

Key Details

• Share Consolidation: Effective Dec 30, 2025, shares were consolidated on a 1-for-10 basis, reducing outstanding shares from 73,878,065 to 7,387,807 (subject to rounding adjustments).
• Financing 1 Structure: Non-brokered private placement of 2,000,000 postconsolidation units at $0.25 per unit.
• Financing 1 Proceeds: $500,000 aggregate.
• Financing 2 Structure: Non-brokered private placement of 3,833,333 postconsolidation units at $0.30 per unit.
• Financing 2 Proceeds: $1.15 million aggregate.
• Warrant Terms: Each unit includes one common share purchase warrant exercisable at $0.40 per share, exercisable until 4:00 PM Vancouver time on Dec 30, 2027.
• Total Gross Proceeds: $1.65 million.
• Use of Proceeds: General working capital and financing work at the Touleary project (White Gold district, Yukon).
• Post-Transaction Share Count: 13,221,140 issued shares following consolidation and both financings.
• Statutory Hold Period: All securities issued in the private placements carry a 4-month hold period expiring May 1, 2026.
• Listing & Symbol Change: Transfer from NEX to TSX Venture Exchange Tier 2, effective Jan 5, 2026. Trading symbol changes from ADG.H to ADG.
• Shareholder Instructions: A letter of transmittal will be mailed to registered shareholders with instructions to exchange existing DRS statements or share certificates for postconsolidation equivalents.