Core Nickel, ACG receive shareholder OK for RTO

Executive Summary

• Shareholders of both Arizona Copper and Gold Ltd. (ACG) and Core Nickel Corp. approved a reverse takeover transaction where Core Nickel will acquire all issued and outstanding securities of ACG.
• The transaction is expected to close on March 24, 2026, pending final court approval from the Ontario Superior Court of Justice on March 19, 2026.
• Core Nickel will consolidate its shares (1 for 8.5), change its name to Arizona Eagle Mining Corp., and resume TSX Venture Exchange trading shortly after closing, while advancing a phase 1 drill program at the Eagle project.

Key Details

• Transaction Structure: Reverse takeover/acquisition pursuant to an arrangement agreement dated February 13, 2026, with Core Nickel acquiring all of ACG's securities.
• Shareholder Approval: ACG shareholders approved the arrangement resolution unanimously, significantly exceeding the required two-thirds threshold.
• Closing & Court Timeline: Final court approval sought on March 19, 2026; expected transaction closing on March 24, 2026.
• Share Consolidation & Name Change: Core Nickel will consolidate common shares on a 1 post-consolidation share for every 8.5 pre-consolidation shares and change its name to Arizona Eagle Mining Corp. by no later than March 23, 2026.
• Concurrent Financing Conversion: Subscription receipts issued on November 26, 2025, will convert upon satisfaction of escrow release conditions prior to closing, with net proceeds released to the resulting issuer.
• Trading Resumption: TSX Venture Exchange trading for the resulting issuer is expected to commence shortly after closing, with a subsequent press release to announce the exact trading date.
• Operational Update: Phase 1 drill program is currently underway at the Eagle project in Yavapai County, Arizona.

Notable Quotes

• Kevin Reid, CEO of ACG: "We are very pleased that shareholders of both companies have expressed their strong support for the transaction. We look forward to trade commencing as Arizona Eagle Mining Corp. and advancing our phase 1 drill program, currently under way, at the Eagle project."
• Christopher Tate, President & CEO of Core Nickel: "Receiving shareholder approval is an important milestone, and we are excited to move forward toward closing the transaction and delivering value to all stakeholders."