Mr. Douglas Mason reports

MAGNUM GOLDCORP INC. ANNOUNCES SIGNING OF AMALGAMATION AGREEMENT WITH ATLANTICO ENERGY METALS

Magnum Goldcorp Inc., further to its news release dated June 23, 2025, has entered into a definitive amalgamation agreement dated Oct. 27, 2025, with Atlantico Energy Metals Inc., to acquire all of the outstanding shares of Atlantico.

The transaction

Pursuant to the terms of the agreement, the company will acquire all of the outstanding shares in the capital of Atlantico that are issued and outstanding immediately prior to the closing of the transaction in consideration for units of the company at a deemed price equal to the greater of 10 cents per consideration unit and the minimum price permitted by the TSX Venture Exchange. Each consideration unit will consist of one common share in the capital of the company and one transferable warrant. Each warrant will entitle the holder to acquire an additional share at a price of 20 cents for a period of 24 months from the date of closing.

Prior to closing, Atlantico intends to complete a private placement to raise gross proceeds of up to $1.38-million by issuing up to 13.78 million Atlantico shares at a price of 10 cents per Atlantico financing share. The proceeds of the offering will be used for the transaction expenses, for exploration expenses, for investor relations and marketing expenses, and for general and administrative expenses before and after the transaction. The Atlantico financing may be closed in one or more tranches, and the Atlantico financing shares will be exchanged for consideration units in the transaction. Finders' fees may be paid in connection with the Atlantico financing and in connection with the transaction.

Prior to completion of the transaction, the company anticipates seeking shareholder approval for the delisting of its common shares from the TSX-V and seeking a listing on the Canadian Securities Exchange following completion of the transaction.

Completion of the transaction remains subject to a number of conditions, including, without limitation, receipt of all necessary approvals from the shareholders of the parties, and all applicable stock exchanges and regulatory authorities, and such other conditions as are customary in transactions of this nature.

Please refer to the company's news release dated June 23, 2025, for further details regarding the transaction and Atlantico.

We seek Safe Harbor.