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Highland Critical Minerals Corp. Enters into Arrangement Agreement for Spin-Out of Highland Red Lake Gold Corp.

Toronto, Ontario--(Newsfile Corp. - August 20, 2025) - Highland Critical Minerals Corp. (CSE: HLND) (FSE: U8X) ("Highland" or the "Company") is pleased to announce that further to its press release dated July 22, 2025, that it has entered into a definitive arrangement agreement dated August 19, 2025 (the "Agreement") with Highland Red Lake Gold Corp., Highland's wholly-owned subsidiary ("Highland Red Lake"), pursuant to which the Company will distribute its class A common voting ...

articleHighland Critical Minerals Corp. Class AAugust 20, 20256/company/highland-critical-minerals-corp-class-a/news/highland-critical-minerals-corp-enters-into-arrangement-agreement-for-spin-out-of-highland-red-lake-gold-corp
Highland Critical Minerals Corp. Enters into Arrangement Agreement for Spin-Out of Highland Red Lake Gold Corp.

About this update from Highland Critical Minerals Corp. Class A

[{"type":"text","content":"Toronto, Ontario--(Newsfile Corp. - August 20, 2025) -  Highland Critical Minerals Corp. (CSE: HLND) (FSE: U8X) ("Highland" or the "Company") is pleased to announce that further to its press release dated July 22, 2025, that it has entered into a definitive arrangement agreement dated August 19, 2025 (the "Agreement") with Highland Red Lake Gold Corp., Highland's wholly-owned subsidiary ("Highland Red Lake"), pursuant to which the Company will distribute its class A common voting shares in the capital of Highland Red Lake (the "Highland Red Lake Shares") and share purchase warrants of Highland Red Lake exercisable to acquire Highland Red Lake Shares at a price of $0.15 per share for a period of five years from the date of issuance (the "Highland Red Lake Warrants") to securityholders of the Company, pursuant to a statutory plan of arrangement (the "Arrangement"), to be effected under the Business Corporations Act (British Columbia) (the "BCBCA").","length":1049,"tagName":"p"},{"type":"text","content":"The Agreement","length":13,"tagName":"p"},{"type":"text","content":"Pursuant to the Agreement, the Company will convene a meeting of shareholders ("Meeting") and recommend to the holders of class A common shares in the capital of the Company without par value ("Highland Common Shares") to vote in favour of the Arrangement and all other resolutions referred to in the management information circular. Following receipt of shareholder approval for the Arrangement at the Meeting, the Company will complete amendments to its articles whereby: (i) all of the issued and unissued Highland Common Shares shall be renamed (the "Pre-Arrangement Common Shares") and each Pre-Arrangement Common Share shall have two votes attaching to each share; and (ii) create a new class of shares (the "Class A Common Shares") with terms and restrictions identical to those of the Highland Common Shares (the "Article Amendments").","length":893,"tagName":"p"},{"type":"text","content":"After implementing the Article Amendments, the Arrangement will be completed, whereby: (i) the Pre-Arrangement Common Shares outstanding as of the final record date of the Arrangement (the "Distribution Record Date") shall be exchanged f...

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