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Usha Resources and Totec Resources Provide Supplemental Disclosure for Qualifying Transaction

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES VANCOUVER, BC / ACCESS Newswire / January 9, 2026 / Totec Resources Ltd. ("Totec" or the "Company") ...

articleUsha Resources LtdJanuary 9, 20264/company/usha-resources-ltd/news/usha-resources-and-totec-resources-provide-supplemental-disclosure-for-qualifying-transaction
Usha Resources and Totec Resources Provide Supplemental Disclosure for Qualifying Transaction

About this update from Usha Resources Ltd

[{"type":"text","content":"NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES","length":201,"tagName":"p","attribs":{}},{"type":"text","content":"VANCOUVER, BC / ACCESS Newswire / January 9, 2026 / Totec Resources Ltd. ("Totec" or the "Company") (TSXV:TOTC.P), a capital pool company, and Usha Resources Ltd. ("Usha") (TSXV:USHA)(OTCQB:USHAF)(FSE:JO0), are pleased to provide supplemental disclosure, further to the news release dated October 24, 2025, respecting the proposed sale (the "Transaction") of Usha's interest in 1540359 B.C. Ltd. ("Subco") to Totec and, indirectly, Usha's sale of the 489 mineral claims constituting the White Willow Property (the "Property"), which covers approximately 10,220 hectares in the Thunder Bay Mining Division, approximately 170 kilometres west of Thunder Bay, to Totec. The Transaction will constitute the qualifying transaction of Totec, as such term is defined in the rules and policies of the TSX Venture Exchange (the "Exchange").","length":908,"tagName":"p"},{"type":"text","content":"Pursuant to the Transaction, Totec will purchase all of the issued and outstanding securities of Subco held by Usha in consideration for the payment of $50,000 to Usha and the issuance of 5,500,000 common shares in the capital of Totec (the "Totec Shares") to Usha (on a post-2:1 consolidation basis) at a deemed price of $0.15 per Totec Share.","length":354,"tagName":"p"},{"type":"text","content":"Non-Arm's Length Nature of Transaction","length":42,"tagName":"p"},{"type":"text","content":"Deepak Varshney, CEO and a director of Totec, currently serves as the CEO and as a director of the Company and beneficially owns a total of 2,169,500 common shares of Usha, representing 2.4% of the issued and outstanding common shares of Usha. Also, Khalid Naeem, CFO of Totec, currently serves as CFO of Usha and holds no common shares of Usha. In this regard:","length":361,"tagName":"p"},{"type":"text","content":"1. the Transaction will involve "Non-Arm's Length Parties" (as such term is defined in the rules and policies of the Exchange);","length":141,"tagName":"p"},{"type":"text","content":"2. the Transact...

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Usha Resources Ltd.Totec Resources Ltd.TransactionTSX Venture ExchangeTotecUshaTotec Resources Ltdthe Exchangecommon sharescapital pool company