Sprock-it receives conditional TSX-V acceptance for QT

Executive Summary

• Sprock-it Acquisitions Ltd. and U92 Corp. have received conditional acceptance from the TSX Venture Exchange (TSXV) for the closing of their previously announced arm's-length qualifying transaction.
• The parties have filed a filing statement dated January 28, 2026, and a National Instrument 43-101 technical report for the Kurupung project with an effective date of July 30, 2025.
• The transaction will proceed via a three-cornered amalgamation, resulting in a reverse takeover of Sprock-it by U92 shareholders, with the resulting entity expected to trade under the ticker symbol UTWO.

Key Details

• Transaction Structure: The qualifying transaction is being completed by way of a three-cornered amalgamation under the Business Corporations Act (Ontario) among Sprock-it, U92, and a wholly owned subsidiary of Sprock-it.
• Resulting Entity: The amalgamation results in a reverse takeover of Sprock-it by U92 shareholders. The resulting issuer will carry on the current business of U92 under the name "U92 Energy Corp." or another name acceptable to regulatory authorities.
• Trading Symbol: Common shares of the resulting issuer are expected to trade on the TSXV under the ticker symbol UTWO shortly following closing.
• Closing Date: Assuming all conditions are satisfied, closing is expected on or about January 29, 2026.
• Regulatory Filings:
  • Filing Statement: Dated Jan. 28, 2026, filed in accordance with TSX-V requirements.
  • Technical Report: Prepared in accordance with National Instrument 43-101 for the Kurupung project, with an effective date of July 30, 2025. Both documents are available under the company's issuer profile on SEDAR+.
• Conditions Precedent: Completion is subject to receipt of all required regulatory approvals, including final TSX-V acceptance, and satisfaction of other customary closing conditions.
• Share Trading Status: Sprock-it shares were halted on June 26, 2025, in connection with the announcement of the transaction and remain halted as of the date of the release.
• Target Asset: U92 is a uranium exploration company focusing on the Kurupung project in Guyana, South America. The project holds a 92.2-square-kilometre land package in the Aricheng batholith, a well-established shear-hosted uranium district.

Notable Quotes

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