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Madoro Metals Corp. Provides Update On Proposed Reverse Takeover With Narrow River Resources

2026-09-29 18:10 ET - News Release

(via TheNewswire)

Madoro Metals Corp.

September 29, 2026 – TheNewswire - VANCOUVER, British Columbia – Madoro Metals Corp. (“Madoro ” or the “Company ”) (TSX VENTURE: MDM; OTC: MSTXF; FSE: A2QQ1X), is pleased to provide an update regarding its previously announced proposed reverse takeover transaction (the “Proposed Transaction ”) with Narrow River Resources Pty Ltd. (“NRR ”), as described in the Company’s news release dated February 2, 2026, and as most recently updated in the Company’s news release dated August 13, 2026.

 

The Company announces it has filed with the TSX Venture Exchange (the “TSXV ”) the initial documentation required under TSXV Policy 5.2 – Changes of Business and Reverse Takeovers (“Policy 5.2 ”) to commence the TSXV’s review and approval process in respect of the Proposed Transaction. Once the documentation has been reviewed to the satisfaction of the TSXV, Madoro will be authorized to call a special meeting of its shareholders (the “Meeting ”) required to approve the Proposed Transaction. Details of the Proposed Transaction and the Meeting will be set out in the management information circular (the “Circular ”) to be mailed to shareholders and filed on SEDAR+ under the Company’s profile. As previously announced, the Company intends to file the technical report prepared in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects in respect of the Lac Simard mineral project (the “Lac Simard Project ”) on SEDAR+ concurrently with the filing of the Circular.

 

The Company is also proceeding with its previously announced concurrent non-brokered private placement for aggregate gross proceeds of up to C$1,230,000, comprised of hard dollar units and flow-through units (the “Private Placement ”), the completion of which remains subject to TSXV acceptance and all other required regulatory approvals. The closing of the Private Placement is a condition precedent to the completion of the Proposed Transaction and will occur concurrently with the closing of the Proposed Transaction. The parties remain committed to moving the Proposed Transaction forward and will provide further updates as appropriate.

 

Completion of the Proposed Transaction remains subject to, among other things, TSXV acceptance, regulatory approvals, approval of the Proposed Transaction by the Company’s shareholders at the Meeting, completion of the Private Placement, and satisfaction of other customary closing conditions.

 

About Madoro Metals Corp.

 

Madoro Metals Corp. (MDM - TSX Venture Exchange; MSTXF – OTC Markets; A2QQ1X - Frankfurt) is an emerging resource company engaged in the evaluation, acquisition, and exploration of mineral properties in Canada and Mexico. Madoro holds an option to acquire a 100% interest in the First Green Lithium Property located in the emerging Décelles lithium camp in the Abitibi Témiscamingue region, approximately 75 kilometers southwest of Val-d’Or, Québec and a 100% interest in the Cerro Minas Property in Oaxaca, Mexico. For further information, investors and shareholders are invited to visit the Company’s website at www.madorometals.com , or send an email to info@madorometals.com .

 

ON BEHALF OF THE BOARD OF DIRECTORS

 “BRIAN OSTROFF ”

Brian Ostroff, Executive Chair & Director

bostroff@madorometals.com

 

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Completion of the Proposed Transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange Requirements, disinterested shareholder approval. Where applicable, the Proposed Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Proposed Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the Circular to be prepared in connection with the Proposed Transaction, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Madoro should be considered highly speculative.

 

The TSX Venture Exchange Inc. has in no way passed upon the merits of the Proposed Transaction and has neither approved nor disapproved the contents of this press release.

Forward Looking Information

 

This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward- looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations (including negative and grammatical variations) of such words and phrases or state that certain acts, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”.

Forward-looking information in this press release may include, without limitation, statements regarding: the advancement and completion of the Proposed Transaction; the TSXV’s review of the documentation filed under Policy 5.2 and the timing thereof; the calling and holding of the Meeting; the preparation, filing and mailing of the Circular and the filing of the technical report on the Lac Simard Project; the receipt of required regulatory and shareholder approvals; the completion of the Private Placement and receipt of TSXV acceptance therefor; the completion of remaining transaction documentation and disclosure materials; the anticipated use of proceeds from the Private Placement; and the planning and execution of follow-up exploration programs on the Lac Simard Project. These statements are based upon assumptions that are subject to significant risks and uncertainties, including risks regarding the mining industry, commodity prices, market conditions, general economic factors, the ability of the parties to successfully complete the Proposed Transaction and satisfy regulatory requirements, the timing and outcome of the TSXV’s review of the Proposed Transaction, the ability of the Company to call the Meeting, prepare and mail the Circular and obtain shareholder approval, the ability of the Company to complete the Private Placement and raise the required funds on acceptable terms or at all, the ability of the parties to satisfy its flow-through expenditure obligations within the required timeframes, management’s ability to manage and operate the business, and the equity markets generally. Because of these risks and uncertainties, the actual results, expectations, achievements or performance of each of Madoro and NRR may differ materially from those anticipated and indicated by forward-looking information.

Although each of Madoro and NRR believes that the expectations reflected in forward-looking information are reasonable, they can give no assurances that the expectations of any forward-looking information will prove to be correct. Except as required by law, each of Madoro and NRR disclaims any intention and assumes no obligation to update or revise any forward-looking information to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking information or otherwise, except as expressly required by applicable securities laws.

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