McChip Announces Corporate Update and Plans for Shareholder Distributions

Executive Summary

• McChip Resources Inc. has announced its intention to distribute cash and securities holdings to shareholders via a reduction in stated capital and/or return of capital, following the liquidation of most of its assets.
• A special shareholder meeting is scheduled for October 1, 2025, to vote on a special resolution to distribute up to $5,200,000.
• The company currently holds approximately $11.2 million in cash and securities, with estimated administrative expenses of $700,000 to be paid prior to distribution.

Key Details

• Asset Liquidation: The Company has liquidated a majority of its assets over the past several months, primarily consisting of liquid securities of other public companies.
• Current Holdings: The Company holds approximately $11,200,000 in cash and certain shares in other public companies ("Securities Holdings").
• Distribution Structure: Distributions will be made by way of dividend and/or return of capital after payment of outstanding liabilities and professional fees/administrative expenses.
• Estimated Costs: Administrative expenses and professional fees expected to be incurred in connection with the Distributions are estimated at approximately $700,000.
• Special Meeting Date: October 1, 2025.
• Proposed Distribution Amount: Up to $5,200,000 by way of a reduction in stated capital pursuant to section 34(1)(b) of the Business Corporations Act (Ontario).
• Per-Share Estimate: Based on issued and outstanding Common Shares as of the release date, holders are expected to receive C$0.091066 per Common Share pursuant to the Return of Capital (subject to Board discretion to determine a lesser payment).
• Approval Requirements: Approval requires at least two-thirds of the votes cast at the Meeting. Completion is subject to shareholder and regulatory approvals, including the TSX Venture Exchange.
• Board Recommendation: The Board unanimously recommends that shareholders vote in favor of the Reduction in Stated Capital.
• Discretionary Right: The Board retains the discretion not to proceed with the Reduction of Stated Capital and Distributions if they are no longer in the best interests of the Company and its shareholders.
• Future Disclosure: Specific amounts, nature, and dates of the Distributions will be disclosed in a subsequent press release and a management information circular expected to be mailed around September 4, 2025.

Notable Quotes

• "The Board of Directors of the Company... have determined, after careful consideration of the potential alternatives, that it is in the best interest of the Company and its shareholders to distribute cash and assets to its shareholders and, subsequently, seek strategic alternatives to further maximize shareholder value."