Mr. Douglas Mason reports

MAGNUM GOLDCORP INC. ANNOUNCES AMENDMENT TO AMALGAMATION AGREEMENT WITH ATLANTICO ENERGY METALS AND WARRANT AMENDMENTS

Magnum Goldcorp Inc. has entered into an amending agreement dated Jan. 12, 2026, to the amalgamation agreement dated Oct. 27, 2025, with Atlantico Energy Metals Corp. to acquire all of the outstanding shares of Atlantico, previously disclosed in the company's news release dated Oct. 28, 2025.

Pursuant to the amendment, the outside date for completion of the transaction has been extended to March 31, 2026 (from Feb. 13, 2026), to provide the parties with additional time to complete the transaction.

Further, the amendment reflects that Atlantico's concurrent financing has closed in two tranches for aggregate gross proceeds of $1,223,522.50. Atlantico may close additional tranches of the Atlantico financing.

The amendment also revises the terms of the consideration units of the company to be issued to Atlantico shareholders. Each consideration unit continues to consist of one common share in the capital of the company and one transferable warrant. Pursuant to the amendment, each Magnum Goldcorp consideration warrant will be exercisable at a price of 15 cents per share for a period of two years from the date of issuance.

Lastly, pursuant to the transaction, holders of outstanding broker warrants of Atlantico will receive one warrant of the company (consideration broker warrant) for each Atlantico broker warrant held. The consideration broker warrants will have substantially the same terms as the Atlantico broker warrants, with an exercise price of 15 cents per share until Dec. 18, 2027.

Except as described above, all other terms and conditions of the agreement remain in full force and effect.

Please refer to the company's press releases dated June 23, 2025, and Oct. 28, 2025, for further details regarding the transaction, the Atlantico financing and Atlantico.

Warrant amendments

Furthermore, the company announces that it intends to amend the exercise price of 1,907,500 outstanding common share purchase warrants of the company. The exercise price of the warrants will be repriced to 15 cents.

In connection with the repricing, the terms of the warrants will be amended to include an accelerated expiry clause such that the exercise period of the warrants will be reduced to 30 days if, for any 10 consecutive trading days during the unexpired term of the warrants, the closing price of the common shares of the company exceeds the new exercise price of the warrants by 25 per cent or more (together with the repricing, the warrant amendments). The 30-day expiry period will commence on the day that the company disseminates a press release announcing the accelerated expiry period.

For clarity, three million outstanding common share purchase warrants of the company issued on May 30, 2025, and exercisable at a price of 20 cents will not be subject to the warrant amendments.

The warrant amendments remain subject to receipt of TSX Venture Exchange approval. All other terms of the warrants will remain the same.

We seek Safe Harbor.