Mr. Nicholas Luksha reports
MUSTANG ENERGY CORP.
ENTERS INTO ARRANGEMENT AGREEMENT TO SPIN OFF FORD LAKE, ROUGHRIDER SOUTH AND CIGAR LAKE EAST PROJECTS
Mustang Energy Corp. has entered into an arrangement agreement dated Oct. 9, 2025, with its wholly owned subsidiary, Allied Strategic Resource Corp., pursuant to which the company intends to: (i) transfer all of its rights, title and interest in and to its Ford Lake, Roughrider South and Cigar East properties located in the Athabasca basin, Saskatchewan, Canada; and (ii) spin out all of the securities of Allied received in consideration for the properties to Mustang's securityholders on a pro rata basis, all pursuant to a statutory plan of arrangement to be effected under Part 9, Division 5, of the Business Corporations Act (British Columbia).
The arrangement will result in Allied becoming a separate reporting issuer in each of Alberta, British Columbia and Ontario, and will allow it to focus on the development of the Ford Lake property. The Ford Lake property will be Allied's material property for the purposes of National Instrument 43-101 (Standards of Disclosure for Mineral Projects).
Upon completion of the arrangement, the company will retain its interests in the Brown Lake, Dutton, Yellowstone, 914W, Spur, Thunderbird and Konigsstuhl projects, with a strategic emphasis on the Yellowstone property.
Ford Lake property
The Ford Lake property is strategically positioned in the eastern Athabasca basin, and consists of three claims covering an area of 7,431 hectares. The Ford Lake property is located two kilometres off the Fox Lake road and 12 km from the all-season highway between Key Lake mill and McArthur River mine. The Ford Lake property is situated near the margin of the Mudjatik and Wollaston domains, which is associated with numerous deposits. The uranium endowment of the area is proved by the significant deposits of the Key Lake mine only 15 kilometres to the southeast and fewer than 30 kilometres from Cameco Corp.'s Millennium deposit and Denison Mines Corp.'s Gryphon and Phoenix deposits. The recent CanAlaska Uranium Ltd. high-grade discovery hole at Moon Lake is only 15 km to the northeast. The depth to the unconformity on the Ford Lake project is 100 to 400 metres.
Roughrider South and Cigar Lake East property
Each of the Cigar Lake East and Roughrider South projects is located in the eastern Athabasca basin in northwestern Saskatchewan, situated near the highly prospective Wollaston-Mudjatik transition zone. The Cigar Lake East and Roughrider South projects consist of four claims covering a total area of 3,443 hectares and are in close proximity to all-season roads and electrical transmission lines. The uranium endowment of the area is proved by the surrounding significant deposits, including the world-class Cigar Lake uranium mine and Rabbit Lake uranium mine to the northeast.
The transaction
The arrangement will include a transfer of the properties to Allied, a share capital reorganization of Mustang and a securities exchange whereby, among other things, Mustang's shareholders will receive Allied shares. The existing common shares in the capital of Mustang will be renamed and redesignated as Class A common shares, and Mustang will create a new class of voting common shares. Each Mustang Class A share will be exchanged for one new Mustang share and such number of Allied shares as is determined on the effective date of the arrangement.
On completion of the arrangement, Mustang shareholders will obtain a proportionate interest in Allied.
In connection with the arrangement, Allied intends to seek a listing of the Allied shares on the Canadian Securities Exchange. Additionally, Allied will undertake one or more offerings of securities to raise gross proceeds of approximately $1.25-million, or such other amount as the board of directors of Allied may determine to, among other things, finance its exploration activities on the properties and to finance its working capital requirements. Certain insiders of Mustang may participate in the Allied financing.
The company believes that the arrangement is in the best interests of both the company and its shareholders for several reasons. Currently, the capital markets tend to value the properties as part of Mustang's broader portfolio. By completing the arrangement, the properties will be positioned to be valued independently, which is expected to unlock additional value for Mustang's shareholders. Furthermore, isolating the Ford Lake property, which will be Allied's principal property, is anticipated to accelerate its development by allowing Allied to dedicate focused resources and attention. From Mustang's perspective, the separation will enable the company to concentrate on advancing its remaining assets without the operational and financial constraints associated with managing the properties. Finally, Mustang's shareholders will benefit from ownership in two distinct public companies, each with a clear strategic mandate, subject to the CSE's approval of Allied's listing application.
Approvals
The company intends to obtain an interim order from the Supreme Court of British Columbia to authorize the company to call a shareholder meeting to, among other things, approve the arrangement, which meeting is expected to be held on Nov. 14, 2025. The arrangement will be subject to, among other conditions, final court approval, approval by not fewer than two-thirds of the votes cast at the special shareholder meeting of Mustang shareholders and approval of the CSE.
The arrangement is anticipated to be completed by the end of the fourth quarter of 2025, subject to receipt of the aforementioned approvals and satisfaction of other closing conditions.
Additional details of the arrangement and other matters to be transacted at the meeting will be included in an information circular to be prepared and delivered to the Mustang shareholders in connection with the meeting.
About
Mustang Energy Corp.
Mustang is a Canadian mineral exploration company focused on the discovery and development of high-potential uranium and critical mineral assets. The company holds a portfolio of 147,153 hectares of strategically located properties in Saskatchewan's Athabasca basin -- one of the world's premier uranium districts. Mustang is advancing early-stage exploration through modern techniques and a disciplined, data-driven approach. The company is committed to building long-term value through responsible exploration and a focus on high-impact targets in underexplored areas.
We seek Safe Harbor.
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