QcX Gold Provides Additional Disclosure in Connection with Proposed Plan of Arrangement

QCX Gold Corp. issued additional disclosure on August 10, 2026, in response to a request from Ontario Securities Commission (OSC) Staff regarding its proposed plan of arrangement with Sterling Metals Corp. The transaction consolidates mineral properties in Ontario's Batchawana Greenstone Belt, with QCX shareholders exchanging shares for Sterling shares based on a 30-day volume-weighted average price (VWAP).

A key clarification is that QCX will settle specific outstanding indebtedness, including debt owed to CEO Albert Contardi, by issuing common shares prior to closing. Sterling refused to assume QCX's working capital deficiency. The shareholder vote is scheduled for August 18, 2026, with a target closing date around August 25, 2026.

QCX Gold Corp. issued a procedural follow-up to its June 2, 2026 merger announcement, addressing regulatory scrutiny as a standard step for deal certainty. The disclosure confirms that QCX is independently cleaning up its balance sheet rather than passing liabilities to Sterling. This approach protects Sterling shareholders and may improve the deal's attractiveness, while also underscoring QCX's pre-merger liquidity constraints. The market has already priced in the merger terms at an implied $0.2566 per share. This update does not alter the economic terms or the strategic rationale.

QCX Gold Corp. is a junior exploration company with no revenue, focused on gold and lithium exploration in Quebec and Ontario. Its flagship projects include the Golden Giant Project, which features gold with lithium potential in Quebec, and the Fernet Project, which is gold-bearing and contiguous with Wallbridge Mining's Fenelon deposit. The company also recently acquired the Batchawana Property in Ontario, which is strategically located adjacent to Sterling Metals' Soo Copper discovery, sharing over 6.6 km of common boundary.