15:32:01 EST Fri 13 Feb 2026
Enter Symbol
or Name
USA
CA



Rush Rare Metals Corp
Symbol RSH
Shares Issued 43,376,187
Close 2026-02-12 C$ 0.215
Market Cap C$ 9,325,880
Recent Sedar+ Documents

Myriad Uranium, Rush Rare Metals firm up merger deal

2026-02-13 12:15 ET - News Release

See News Release (C-M) Myriad Uranium Corp

Mr. Thomas Lamb of Myriad reports

MYRIAD URANIUM AND RUSH RARE METALS EXECUTE DEFINITIVE MERGER AGREEMENT PURSUANT TO WHICH MYRIAD WILL ACQUIRE RUSH

Myriad Uranium Corp. and Rush Rare Metals Corp. have entered into an acquisition agreement and an arrangement agreement dated as of Feb. 13, 2026, respecting their previously announced merger transaction under which Myriad will acquire 100 per cent of the issued and outstanding common shares of Rush pursuant to a statutory plan of arrangement.

Under the merger, Myriad will acquire all of the Rush shares by issuing one Myriad common share for every 1.85 Rush shares issued and outstanding, resulting in an exchange ratio of one Rush share to 0.5405 Myriad share. In addition, all of Rush's convertible securities will be replaced with Myriad convertible securities exercisable for Myriad shares, with appropriate adjustments made to reflect the exchange Ratio under the arrangement.

Myriad chief executive officer Thomas Lamb commented: "Unifying 100-per-cent ownership of the Copper Mountain uranium project is a clear value catalyst for Myriad which will also simplify decision making and execution, improve capital efficiency, and remove the structural discount of split ownership while making the project and Myriad itself easier for investors to value.

"Copper Mountain is viewed by a number of sector commentators as a call option on U.S. uranium because of its scale, location and exceptional history. In the 1970s, Union Pacific and Southern California Edison invested roughly $125-million (U.S.) in today's dollars, identified multiple deposits and advanced plans for a large conventional uranium mine before development was halted by the Three Mile Island incident. This historical investment and results strongly support Copper Mountain's potential as a large-scale, strategic, domestic source of uranium.

"Since taking the helm and with strong support from Rush, Myriad has rebuilt the project's historic data archive, delivered drilling that confirms and extends earlier work, and completed a district-wide radiometric and magnetic survey, with results to be reported shortly. With uranium markets and U.S. policy now supportive -- particularly in top jurisdictions like Wyoming -- Copper Mountain has re-emerged as one of the most significant uranium projects in the United States.

"As a final note, I would like to acknowledge Rush CEO Pete Smith, whose vision led to Rush's acquisition of Copper Mountain. Pete was instrumental in recognizing early that Myriad's strategic pivot from Niger should focus on Copper Mountain, and he has worked tirelessly alongside our team to advance the project."

Rush CEO Pete Smith said: "Hats off to Myriad and its outstanding team for taking Copper Mountain to the next level. What started as a former uranium mine and some highly interesting surrounding targets has morphed into one of world's best uranium prospects, especially when considering the sheer (and expanding) size of the mineralized zones, as well as the supportive regulatory environment of Wyoming. As we've steadily added historical exploration data and supplemented it with new drilling and geophysical data, the size and potential of Copper Mountain as a uranium district has grown exponentially, with new prospects based on previous work emerging and being added on seemingly a monthly basis. Arrowhead, Canning, Mint/Allard, Midnight, Bonanza trend, Steffen Hill, Knob, Railroad, Kermac/Day, Cedar Ridge and many more, all genuine uranium prospects of significant size and all based on real work, in some cases extensive work including historical drilling. Myriad risked time and money playing this all out, and it certainly appears to be paying off rather dramatically. We expect the success story at Copper Mountain to continue, and we are thrilled to have investments by both Rush and Myriad shareholders combined and in great hands going forward."

Based on the closing prices on the Canadian Securities Exchange (CSE) of 42.5 cents per Myriad share and 19.5 cents per Rush share on Jan. 6, 2026, the last business day prior to the date of execution of a binding letter of intent (the LOI) respecting the merger (see Myriad's news release dated Jan. 8, 2026), the exchange ratio represents a premium to Rush shareholders of 18 per cent. Based on a 20-day volume-weighted average price (VWAP) for the 20 business days prior to the execution of the LOI, the exchange ratio represents a premium to Rush shareholders of 22 per cent.

Rush has incorporated a subsidiary, 1577075 B.C. Ltd. (Rush Spinco), to which Rush will transfer all of its right, title and interest in and to its Boxi property in Quebec, and will finance an additional amount of up to $100,000 to support the formation or capitalization of Rush Spinco. As part of the arrangement shareholders of Rush as of the effective date and time of the completion of the merger will receive one Rush Spinco share for each four Rush shares issued and outstanding, in addition to the Myriad shares they will receive under the proposed merger. Myriad's focus is wholly on achieving 100-per-cent ownership of Copper Mountain uranium project in Wyoming and continuing to unlock its value, as well as the value of Myriad's Red Basin project in New Mexico, as quickly and efficiently as possible.

Myriad and Rush are parties to a property option agreement dated as of Oct. 18, 2023, as amended, pursuant to which Myriad has earned a 75-per-cent interest in Copper Mountain by incurring over $5.5-million in eligible expenditures on the property. Believing that unified ownership of Copper Mountain is significantly more valuable than the aggregate values of separate ownership, the boards of directors of Myriad and Rush have determined that the merger is in the best interests of the shareholders of both companies, and that the merger is also the fastest and most efficient way to unify ownership of Copper Mountain in Myriad. They have also determined that consolidating ownership of the Copper Mountain also greatly simplifies and streamlines continuing operations and decision-making in relation to the project.

Closing of the merger remains subject to a number of conditions, including approval of the Rush shareholders, approval of the British Columbia Supreme Court, approval of the CSE, standard closing deliverables and other customary conditions typical for transactions of this nature. Following completion of the merger, Rush will become a wholly owned subsidiary of Myriad and will be delisted from the CSE. The merger does not require approval of Myriad shareholders.

Rush special meeting of shareholders

A special meeting of Rush shareholders to approve the arrangement is expected to take place in or before May, 2026. The terms of the arrangement will be described in further detail in a management information circular of Rush to be mailed to the Rush shareholders in support of the meeting. All directors and officers of Rush, as well as certain Rush shareholders, are expected to enter into voting and support agreements with Myriad prior to the meeting pursuant to which they have agreed or will agree to vote their Rush shares in favour of the arrangement at the meeting.

A special committee comprised of independent directors of Rush, established to review the merger, has engaged a financial adviser, RwE Growth Partners Inc., chartered business valuators, to provide a fairness opinion to Rush in connection with the merger. In addition, a special committee comprising directors of Myriad, established to review the merger, has engaged a financial adviser, KPMG, to provide a fairness opinion to Myriad in connection with the merger. The Rush fairness opinion is expected to state that the merger is fair, from a financial point of view, to the shareholders of Rush, and the Myriad fairness opinion is expected to state that the merger is fair, from a financial point of view, to the shareholders of Myriad. The fairness opinions are a condition to closing the merger. A copy of the Rush fairness opinion, as well as additional details regarding the terms and conditions of the merger and the rationale for the recommendations made by the Rush special committee and the Rush board, will be set out in the circular to be mailed to Rush shareholders in connection with the meeting and filed by Rush on its profile on SEDAR+. Rush shareholders and other interested parties are advised to read the materials relating to the merger that will be filed by Rush with the securities regulatory authorities in Canada when they become available. Anyone can obtain copies of these documents when available, free of charge, on Rush's SEDAR+ profile.

Certain directors and officers of Myriad hold securities of Rush which will be exchanged for Myriad and Rush Spinco securities under the arrangement, which exchange is considered to be a related party transaction as defined under Multilateral Instrument 61-101. This related party transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the transaction does not exceed 25 per cent of Myriad's market capitalization of the company, as determined in accordance with MI 61-101. In considering and unanimously approving the transaction, there were no materially contrary views, abstentions (except for any abstentions required by corporate law) or material disagreements by any Myriad director.

About Myriad Uranium Corp.

Myriad Uranium is a uranium exploration company which holds a 75-per-cent interest in the Copper Mountain uranium project in Wyoming, United States. Copper Mountain hosts several known uranium deposits and historic uranium mines, including the Arrowhead mine which produced 500,000 pounds U3O8 (triuranium octoxide). Copper Mountain saw extensive drilling and development by Union Pacific during the late 1970s including the development of a mine plan to fuel a planned fleet of California Edison reactors. Operations ceased in 1980 before mining could commence due to falling uranium prices. Approximately 2,000 boreholes have been drilled at Copper Mountain, and the project has significant exploration upside. Union Pacific is estimated to have spent $117-million (2024 dollars) exploring and developing Copper Mountain, generating significant historical resource estimates. The company also holds a 100-per-cent interest in the Red Basin uranium project in New Mexico, which has a near-surface mineralization, with significant upside potential.

About Rush Rare Metals Corp.

Rush Rare Metals is a mineral exploration company focused on its Boxi property located in the province of Quebec, Canada. Rush also owns the Copper Mountain project located in Wyoming, United States, which it has optioned to Myriad Uranium. Rush currently has a 100-per-cent interest in the Boxi property and a 25-per-cent interest in the Copper Mountain project.

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