MinRex Resources and Electrum Discovery to merge

Fidelity European Trust and Henderson European Trust Agree to £2.1 Billion Combination

SYDNEY: MinRex Resources Limited (ASX:MRR) and Electrum Discovery Corp. (TSX-V:ELY) announced on Tuesday a definitive agreement to merge in an all-share transaction, creating a new, well-capitalized gold and copper exploration company focused on assets in Serbia and Australia.

The merger, structured as a plan of arrangement under British Columbia law, will see MinRex acquire 100% of Electrum’s issued shares. Electrum shareholders will receive 7.9 MinRex shares for each share held. Upon completion, expected in late March 2026, Electrum securityholders will own approximately 49% of the merged entity, with MinRex shareholders holding 51%.

The combined group will have a pro-forma market capitalization of approximately A$28 million, with about A$8 million in cash and no debt. MinRex will remain the ASX-listed entity.

The merger combines Electrum’s advanced Serbian gold-copper projects with MinRex’s Australian gold assets. The flagship project is Electrum’s Tiamino Gold Project in Serbia, which hosts a foreign-estimated Inferred Mineral Resource of 670,000 ounces gold equivalent. MinRex brings its Sofala Gold Project in New South Wales, with a JORC Inferred Resource of over 350,000 ounces of gold.

The near-term strategy will prioritize resource growth drilling at Tiamino’s Barje Deposit. The merged company will also advance Electrum’s Timok East Copper-Gold Project in Serbia, located near Zijin Mining’s Bor complex.

The boards and management teams will combine. Electrum’s CEO, Dr. Elena Clarici, and Non-Executive Director, Michael Thomsen, will join the MinRex board.

“This merger of equals represents a pivotal moment for both companies,” said MinRex Director James Pearse.

Electrum’s Dr. Clarici stated the transaction “unlocks an Australian public listing, strengthens our leadership team and significantly improves our balance sheet.”

The transaction requires approval from 66⅔% of Electrum securityholders, court approval, and other customary conditions. Electrum shareholders and directors representing about 28% of shares have already entered into voting support agreements.

MinRex noted that the Mineral Resource estimate for Tiamino is a foreign estimate not reported under the JORC Code, and a Preliminary Economic Assessment (PEA) for the project is based solely on Inferred Resources. The company cautioned that the PEA’s production targets and financial forecasts do not have sufficient grounds for disclosure under ASX guidance.

MinRex Resources is an Australian gold and base metals explorer focused on New South Wales. Electrum Discovery is a Canadian explorer focused on gold and copper projects in Serbia’s Western Tethyan Belt.

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