Euromax Announces Closing of Issuance of Common Shares to Galena in Connection with Repayment of Debt

Executive Summary

• Euromax Resources completed the issuance of 34,965,342 common shares to Galena Resource Equities Ltd. at a deemed price of C$0.0325 per share, settling US$804,000 (C$1,136,373.60) of outstanding debt.
• The transaction raises Galena’s beneficial ownership to approximately 57.97% of Euromax’s issued and outstanding common shares, an increase of about 1.59%.
• Shares are subject to a four‑month‑plus‑one‑day hold period expiring on June 6 2026; the company will file a material change report as required by securities regulations.

Key Details

• Shares Issued: 34,965,342 common shares.
• Deemed Offering Price: C$0.0325 per share.
• Total Consideration Paid to Galena: US$804,000 (C$1,136,373.60).
• Debt Settlement Agreement Date: January 13 2026 (original news release referenced).
• Hold Period: Four months and one day from issuance; expires June 6 2026 per TSXV policy.
• Control Impact: No material effect on control of Euromax.
• Related‑Party Status: Galena is a “related party” under TSXV Policy 5.9 and MI 61‑101; exemptions from formal valuation and minority approval were relied upon.
• Pre‑Transaction Ownership (post‑conversion/exercise): 520,589,314 shares (~56.38%).
• Post‑Transaction Ownership: 555,554,656 shares (~57.97%).
• Ownership Increase: Approximately 1.59% additional beneficial ownership for Galena.
• Regulatory Filings: Company will file a material change report; no filing was made >21 days before closing due to TSXV approval pending.

Notable Quotes

(No direct quotes from company executives were included in the release.)