Business
Gold Hart Copper Corp. and Rhyolite Resources Ltd. Sign Letter Agreement for Proposed Business Combination and Concurrent Financing
Northfield Capital & Robert Cudney Lead Investors in Concurrent Financing & Sean Roosen t...
About this update from Rhyolite Resources Ltd.
[{"type":"text","content":"Gold Hart Copper Corp. and Rhyolite Resources Ltd. Sign Letter Agreement for Proposed Business Combination and Concurrent FinancingNorthfield Capital & Robert Cudney Lead Investors in Concurrent Financing & Sean Roosen to Join Gold Hart Copper Advisory BoardToronto, Ontario & Vancouver, British Columbia--(Newsfile Corp. - February 17, 2026) - Gold Hart Copper Corp. (TSXV: HART) (\"HART\" or \"Gold Hart Copper\") and Rhyolite Resources Ltd. (TSXV: RYE) (\"RYE\") are pleased to announce that they have entered into a binding letter agreement dated February 16, 2026 (the \"Letter Agreement\") to pursue a business combination (the \"Proposed Transaction\") pursuant to which HART would acquire all of the issued and outstanding shares of RYE. Summary of the Proposed Transaction The Letter Agreement contemplates HART and RYE undertaking an arm's length business combination transaction, currently proposed to be completed by way of a plan of arrangement under the Business Corporations Act (British Columbia). Total consideration for the Proposed Transaction of RYE will be satisfied through the issuance of one (1) HART Share (as defined below) for every two-and-six-tenths (2.6) outstanding RYE Shares (as defined below) to the existing shareholders of RYE. Following completion of the Proposed Transaction, RYE will become a wholly-owned subsidiary of HART (the combined business being referred to herein as the \"Resulting Issuer\"). The capital structure of RYE currently consists of 107,185,253 common shares (each, a \"RYE Share\"). There are no outstanding securities or rights of RYE which are convertible or have the right to acquire RYE Shares. The capital structure of HART currently consists of 129,997,941 common shares (each, a \"HART Share\"). Except for 24,627,056 common share purchase warrants with a weighted average exercise price of $0.29, and 9,820,000 incentive stock options held by directors and officers and other service providers of HART, there are no outstanding securities or rights of HART which are convertible or have the right to acquire HART Shares. Completion of the Proposed Transaction is expected to occur in Q2 2026, subject to the satisfaction of various conditions that are customary for a transaction of this nature, including but not limited to (i) execution of a definitive agreement (the \"Definitive Agreem...