Faraday Copper Files Management Information Circular for Special Meeting of Shareholders in Connection with its Acquisition of BHP's San Manuel Property

Faraday Copper Corp. filed a management information circular and proxy materials for a special shareholder meeting scheduled for August 25, 2026. The meeting’s sole purpose is to seek shareholder approval for issuing common shares to a wholly owned subsidiary of BHP Group Limited as consideration for the acquisition of the San Manuel property in Arizona. BHP will receive shares representing a 30% interest in Faraday on a fully diluted basis post-closing.

The Board of Directors unanimously recommends voting "FOR" the resolution. Approval requires a simple majority of votes cast by disinterested shareholders. BHP has secured voting support agreements from securityholders holding approximately 21.88% of Faraday's common shares. TD Securities provided a fairness opinion confirming the consideration is financially fair to Faraday. A NI 43-101 technical report on San Manuel is available, and the transaction remains subject to TSX and regulatory approvals.

Faraday Copper Corp. (FDY) has taken a procedural step following the definitive purchase and sale agreement signed on July 2, 2026. The market has already priced in the strategic M&A activity, as evidenced by the stock's appreciation from approximately $1.10 in mid-2025 to a high of $6.64 in June 2026. No new financial, operational, or valuation surprises are introduced, and the transaction structure, consideration, and strategic rationale remain unchanged from prior disclosures.

Faraday Copper Corp. (FDY) owns the Copper Creek Project, located approximately 80 km northeast of Tucson, Arizona. The property hosts high-grade, near-surface breccia-hosted mineralization with porphyry potential. The company is currently conducting a 40,000-meter Phase IV diamond drill program targeting American Eagle near-surface oxide and sulphide zones, oxide expansion for cathode production, and new porphyry targets. Historically, the company has drilled over 257,000 meters, with less than 15% of its 320+ breccia occurrences tested.

The company also holds the San Manuel Property, a legacy mine that operated from 1955 to 1999, producing more than 4.5 million tonnes of copper. The property includes the San Manuel and Kalamazoo deposits, a plant site, tailings facilities, and quarries. Combining San Manuel with Copper Creek creates a multi-generational copper district featuring approximately 27,000 acres of private land and existing infrastructure, including roads, rail, gas, and power. This combination establishes a staged development pathway moving from cathode production to open-pit sulphides and finally to underground operations.