23:59:11 EDT Fri 25 Sep 2026
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Patriot Resources shareholders approve AGM resolutions

2026-09-25 18:07 ET - News Release

Ms. Fiona Keating reports

PATRIOT RESOURCES CORP. ANNOUNCES RESULTS OF ANNUAL GENERAL AND SPECIAL MEETING, VOLUNTARY DELISTING FROM THE TSX VENTURE EXCHANGE AND ANTICIPATED LISTING ON THE CANADIAN SECURITIES EXCHANGE

Patriot Resources Corp. has released the results of its annual general and special meeting of shareholders, held on Sept. 21, 2026, and, following receipt of shareholder approval at the meeting, its board of directors has approved the voluntary delisting of the common shares of the company from the NEX board of the TSX Venture Exchange. The delisting is being undertaken in connection with the company's previously announced fundamental change transaction and proposed listing of the shares on the Canadian Securities Exchange. The shares are expected to be delisted from the NEX board of the TSX-V effective at the close of market on Sept. 29, 2026, and, subject to final approval of the CSE, to commence trading on the CSE under the symbol MAGA at the market open on Sept. 30, 2026.

Results of annual general and special meeting

At the meeting, shareholders approved all matters put before them, including:

  • Fixing the number of directors at five, and electing Fiona Keating, Ryan Cheung, Dominic Stann, Avrom E. Howard and Jason Latkowcer as directors of the company;
  • Reappointing Charlton & Company, chartered professional accountants, as the auditor of the company and authorizing the directors to fix its remuneration;
  • Reapproving the company's stock option plan;
  • Approving the transaction, by a majority of the votes cast excluding the votes of shareholders required to be excluded under the policies of the CSE;
  • Approving the delisting, by a majority of the votes cast, excluding the votes of shareholders required to be excluded under TSX-V Policy 2.9, Trading Halts, Suspensions and Delisting;
  • Approving the company's 10-per-cent rolling omnibus equity incentive plan, which will become effective on completion of the transaction and will replace the company's stock option plan.

A total of 41,502,418 shares, representing approximately 48.13 per cent of the issued and outstanding shares as at the record date, were represented at the meeting.

Delisting from the TSX-V

Following receipt of shareholder approval at the meeting, the board of directors of the company approved the delisting on Sept. 25, 2026. The company has applied to the TSX-V for the delisting. It is expected that the TSX-V will issue a bulletin confirming that the shares will be delisted from the NEX board of the TSX-V effective at the close of market on Sept. 29, 2026.

The CSE has conditionally approved the listing of the shares. The company will file its final documents with the CSE in satisfaction of the conditions of the CSE's conditional approval. Subject to receipt of final approval of the CSE, the shares are expected to commence trading on the CSE under the symbol MAGA at the market open on Sept. 30, 2026, on a postconsolidation basis and under the company's new name, Tungsten Eagle Development Corp. There can be no assurance that the CSE will grant final approval for the listing of the shares or that trading will commence on the anticipated date. The company will remain a reporting issuer in British Columbia, Alberta and Saskatchewan.

Completion of the transaction

Pursuant to the transaction, the company, through its wholly owned subsidiary, Tungsten Eagle (U.S.A.) Ltd., will be granted an option to acquire a 100-per-cent interest in the Liberty Ridge property, comprising 269 unpatented lode mining claims in Elko county, Nevada, from an arm's-length party. Following the delisting, and in connection with the completion of the transaction, the company intends to:

  • Consolidate the shares on the basis of one postconsolidation share for every two preconsolidation shares;
  • Change its name from Patriot Resources to Tungsten Eagle Development;
  • Enter into the definitive option agreement in respect of the Liberty Ridge property and issue the initial tranche of five million shares and five million share purchase warrants thereunder;
  • Close a non-brokered private placement of a minimum of 10 million and a maximum of 11 million units at a price of 50 cents per unit, for gross proceeds of a minimum of $5-million and a maximum of $5.5-million, with each unit consisting of one share and one-half of one share purchase warrant, and each whole warrant entitling the holder to acquire one share at a price of $1 for two years from the date of issuance, subject to acceleration;
  • List the shares on the CSE under the symbol MAGA.

Completion of the transaction and the concurrent financing is expected to occur on or about Sept. 29, 2026, following the delisting, and is subject to the satisfaction of all conditions, including receipt of final approval of the CSE and confirmation that the shares will commence trading on the CSE under the symbol MAGA at the market open on Sept. 30, 2026. The company will issue a further news release upon completion of the transaction and the concurrent financing.

Full details of the transaction are set out in the company's management information circular dated Aug. 20, 2026, and listing statement dated Aug. 31, 2026, each of which is available on the company's profile on SEDAR+.

About Patriot Resources Corp.

Patriot Resources is a reporting issuer in British Columbia, Alberta and Saskatchewan, the shares of which are currently listed on the NEX board of the TSX-V. Upon completion of the transaction, the company will be renamed Tungsten Eagle Development and will be a mineral exploration company focused on the exploration of the Liberty Ridge tungsten-silver property in Elko county, Nevada.

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