Business
Core Silver and Arcus Development Group Enter into a Binding Letter of Intent for a Business Combination Transaction and Sign a Definitive Option Agreement for the Touleary Project
VANCOUVER, BC / ACCESS Newswire / April 27, 2026 / Core Silver Corp. (CSE:CC) (FSE:8ZR) (OTCQB:CCOOF) ("Core Silver") and Arcus Development Group Inc. (TSXV:ADG
About this update from Core Silver Corp.
[{"type":"text","content":" VANCOUVER, BC / ACCESS Newswire / April 27, 2026 / Core Silver Corp. (CSE:CC) (FSE:8ZR) (OTCQB:CCOOF) (\"Core Silver\") and Arcus Development Group Inc. (TSXV:ADG) (\"Arcus\", and together with Core Silver, the \"Companies\") are pleased to announce they have entered into: a binding letter of intent dated April 26, 2026 (the \"LOI\") between the Companies to effect a business combination transaction that will result in the acquisition of all of the issued and outstanding common shares of Arcus (each, an \"Arcus Share\", and collectively, the \"Arcus Shares\") by Core Silver on a 1:1 basis in an all share transaction (the \"Proposed Transaction\") to ultimately form a combined company (the \"Resulting Issuer\"); and a definitive option agreement dated April 26, 2026 (the \"Option Agreement\") between the Companies, pursuant to which Core Silver may acquire up to a 20% undivided interest in Arcus' Touleary property, which is comprised of 397 mining claims located approximately 100 kilometres south of Dawson City, Yukon (the \"Touleary Project\"). Proposed Business Combination Transaction Pursuant to the terms of the LOI, it is intended that the Proposed Transaction be effected by way of a plan of arrangement, three-cornered amalgamation, share exchange or such other transaction structure as will result in Arcus becoming a wholly-owned subsidiary of Core Silver or otherwise combining its corporate existence with that of Core Silver. The final structure of the Proposed Transaction is subject to receipt by the parties of tax, corporate, and securities law advice and will be agreed to pursuant to definitive agreement in respect of the Proposed Transaction (the \"Definitive Agreement\"). The LOI provides for customary deal protection provisions, including non-solicitation covenants. Each of Core Silver and Arcus have made customary representations and warranties and covenants in the LOI, including covenants regarding the conduct of their respective businesses prior to the signing of the Definitive Agreement and closing of the Proposed Transaction. The Proposed Transaction will be subject to the necessary regulatory approvals, including non-objection or final acceptance from the Canadian Securities Exchange (\"CSE\") and TSX Venture Exchange (\"TSXV\"), respectively. The Proposed Transaction is also expected to require the approval of ...