Starcore Completes Spin-out of Interests in Cote d'Ivoire

Executive Summary

• Starcore completed its Plan of Arrangement, spinning out Côte d’Ivoire mineral assets to EU Gold Mines Inc. and issuing 1 EU Gold share for every 2 Starcore shares held as of Feb 6 2026 (fair‑value $0.05 per EU Gold share).
• Starcore and Spam S.R.L. each extended a C$500,000 two‑year loan to EU Gold at 5% simple interest, secured by all EU Gold’s Côte d’Ivoire property interests; proceeds will fund working capital and exploration.
• Tanya Lutzke was re‑appointed as an additional independent director, joining the Audit Committee and serving as Corporate Secretary.

Key Details

• Spin‑out Mechanics:
• Plan of Arrangement approved by shareholders and TSX; closing completed in 2026.
• Distribution ratio: 1 EU Gold common share per 2 Starcore shares (record date Feb 6 2026).

• Fair value of distribution determined at $0.05 per EU Gold share, treated as a return of capital to Starcore shareholders, reducing their cost base.

• EU Gold Status:

• Reporting issuer in BC and Alberta; filings on SEDAR+.

• Not yet listed; intends to seek listing on CSE or TSXV.

• Loan Agreement (Starcore & Spam S.R.L.):

• Principal: C$500,000 each (total C$1,000,000).
• Term: 2 years, simple interest 5% per annum.
• Security: Lenders receive a security interest over all EU Gold’s Côte d’Ivoire property interests.
• Non‑convertible; repayable without penalty before maturity.

• Use of proceeds: General working capital and exploration programs on the Côte d’Ivoire properties.

• Board Appointment:

• Tanya Lutzke re‑appointed as an additional director after brief hiatus.
• Background: 21 years in law enforcement, banking experience, former licensed stock broker.
• Roles: Member of Audit Committee and Corporate Secretary (fills vacancy).

Notable Quotes

• “The completion of the Plan of Arrangement and the loan to EU Gold represent strategic steps that unlock value for our shareholders while supporting continued exploration in Côte d’Ivoire.” – Robert Eadie, President & CEO.