American Eagle Gold Corp · TSXV:AE
American Eagle Gold — Merger or Acquisition (April 2026)
25 slides from American Eagle Gold's merger presentation, Apr 13, 2026
Slide 1: Offer to Acquire Pacific Booker Minerals Inc.
Offer to Acquire $1.76/share 31% premium All-share offer Pacific Booker Minerals Inc. Unsolicited proposal District-scale upside A shareholder-focused reset for Morrison americaneaglegold.ca AE: TSXV | AMEGF: OTCQB
Slide 2: Transaction Highlights
Transaction Highlights • Compelling Offer: Pacific Booker Shareholders will receive 1.41 American Eagle Gold common shares for each share held, representing 30.6% premium to the unaffected share price on April 13, 2026. • Lake Babine Support: Support to pursue the transaction secured from only First
Slide 3: Transaction Summary
Transaction Summary American Eagle’s Offer is Attractive to Pacific Booker Shareholders • Acquisition of all outstanding shares of Pacific Booker Minerals Inc. (“BKM” or “Pacific Booker”) • Total consideration of 1.41 of an American Eagle share per Pacific Booker share, valuing Pacific Booker at C$1
Slide 4: Benefits to Pacific Booker Shareholders
Benefits to Pacific Booker Shareholders 1 2 3 4 A Real Plan & a Better Platform Growth in value Immediate liquidity Credible reset 31% 41x 13+ yrs brings capital, stakeholder premium to Pacific Booker’s more trading value in Q1-2026 of permitting frustration under engagement, market Spot Price as of
Slide 5: American Eagle is the Premier Partner to Lead the Reset
1 American Eagle is the Premier Partner to Lead the Reset The market has rewarded recent execution at NAK with capital, strategic validation and a stronger public-market platform Stock Highlights Trading Metrics – Last 5 Years Volume Price Strategic backing $1.60 25.00 • Strong, supportive sharehold
Slide 6: NAK: One of the Best Undeveloped Porphyries in BC
NAK: One of the Best Undeveloped Porphyries in BC Grade: High-grade South Zone → some of the strongest intersections across BC porphyries and near surface mineralization positions the South Zone to be an excellent candidate for a starter pit location. Scale: Moderate-grade Babine Porphyry Stock → bu
Slide 7: Premium with American Eagle Trading Represents Immediate Upside
2 Premium with American Eagle Trading Represents Immediate Upside With Multiple Upcoming Catalysts that Pacific Booker Shareholders Will Have Meaningful Participation In SIGNIFICANT UPFRONT PREMIUM OF 31% $1.76 $1.35 Unaffected Spot Price Offer Price 13-Apr-26 13-Apr-26 American Eagle is fully funde
Slide 8: Pacific Booker shareholders gain a stronger security on day one
3 Pacific Booker shareholders gain a stronger security on day one The offer is not just a premium; it is a migration from a tight, illiquid stock into a better-financed public vehicle What Pacific Booker shareholders would Trading liquidity1 own instead Q1-2026 value traded American Eagle $55M 53% 5
Slide 9: Morrison is more valuable inside a broader district strategy
4 Morrison is more valuable inside a broader district strategy American Eagle does not need Morrison to survive. The combination of the two assets is disciplined and accretive rather than defensive. NAK Strategic rationale • American Eagle brings strong working history & relationship with First Nati
Slide 10: Morrison at-a-glance
Morrison at-a-glance Shovel-ready project with 289MT @ 0.33% Cu, 0.16g/t Au and 50ppm Mo Situation Overview Feasibility Exploration Material Stage Potential • Property drilled by the original discoverer, Noranda By-Products Mines, in the 1970’s. Shovel-Ready Especially at (Mo, Ag) Project Depth • Af
Slide 11: Pacific Booker: Consistent Degradation of Value
Pacific Booker: Consistent Degradation of Value Lack of performance over time leading to project delays and value destruction Pacific Booker – Historical Share Price Performance Volume Price $16.00 Refusal of Environmental 0.50 Assessment Certificate 0.45 $14.00 0.40 Mount Polly response $12.00 subm
Slide 12: Pacific Booker: Claims Expiring May 25, 2026
Pacific Booker: Claims Expiring May 25, 2026 January 2024 Present 12,014 942 Hectares Hectares 42 Claims 1 Claim What the record shows Last claim at risk • 92% of strategic claims forfeited, majority since 2024. • The only remaining claim expires on May 25, 2026. • No public disclosure of this mater
Slide 13: Resetting Trust and Stakeholder Engagement
Resetting Trust and Stakeholder Engagement The key question is not whether Morrison has a resource, but whether there is a plan that stakeholders will engage with Pacific Booker and the Morrison Project today Why American Eagle is the more credible reset vehicle x Longstanding impasse around the cur
Slide 14: Shareholders deserve a board aligned towards value creation.
Shareholders deserve a board aligned towards value creation. American Eagle insiders and strategics are fully aligned towards maximizing shareholder value at NAK, owning over 50% of shares outstanding. Pacific Booker Insider Holdings1 American Eagle Insider and Strategic Holdings1 Total Insider Owne
Slide 15: Shareholders deserve a board focused on outcomes.
Shareholders deserve a board focused on outcomes. The unsolicited nature of the bid does not change the core test: which path offers better stewardship from here? Pacific Booker today Inside American Eagle Gold • Leadership and board composition have been largely • Enhanced leadership and board comp
Slide 16: Pacific Booker Belongs to Shareholders
Pacific Booker Belongs to Shareholders The Status Quo Has Failed Pacific Booker Shareholders: a Legacy Feasibility Study, Repeated Permitting Failure, Litigation, and No Credible Reset -90% 2009 2012 & 2022 12,014 → 942 ha Decline in market value since Last major Morrison catalyst: Environmental ass
Slide 17: Tender Your Shares Before July 29, 2026
Tender Your Shares Before July 29, 2026 Let Pacific Booker's shareholders www.PacificBookerShareholders.com choose a better path • Evaluate the premium on offer, not the emotion 1-888-637-5789 around an unsolicited bid. (North American Toll-Free Number) • Recognize that Morrison needs a reset, not a
Slide 18: APPENDIX
APPENDIX Background: 684.4 m in NAK24-17
Slide 19: American Eagle Overview
American Eagle Overview Key Metrics 1-Year Share Price Performance - AE TSX Venture Exchange / OTCQB AE / AMEGF Volume Price $1.40 2.5 Shares Outstanding 202M $1.20 2.0 Warrants and Options 19M Share Price (C$) $1.00 Volume (mm) Share Price (04/13/2026) $1.25 $0.80 1.5 Basic Market Capitalization $2
Slide 20: Management, Board & Advisors
Management, Board & Advisors Anthony Moreau Neil Prowse Charlie Greig CEO & Director Vice President, Exploration Lead Technical Advisor • 14 years of experience in the • 15 years of experience in • 40 years of experience in exploration mining industry exploration in BC. globally. • Iamgold in Busine
Slide 21: NAK Project
NAK Project1 Evaluating the Potential for a Large-Scale Open-Pit Cu-Au Deposit VIEW 3D MODEL 1 February 25, 2026 American Eagle Gold News Release AE: TSXV | AMEGF: OTCQB 21
Slide 22: Proving Out the South Zone
Proving Out the South Zone • High-grade core with mineralization 802 metres of 0.71% CuEq 618 metres of 0.77% CuEq extending in multiple directions. • Continuity from gold-rich, near- surface mineralization to the east to high-grade zone to the west. News Release 01/26/26 News Release 02/27/26 AE: T
Slide 23: South Zone: A Significant Exploration Discovery
South Zone: A Significant Exploration Discovery • 700m long x 500m wide x 800m deep and growing. • Potential future high-grade starter pit. • Multiple long, high-grade intervals from near surface in the South Zone: 25-80 NR Ref. Hole CuEq Interval (m) From (m) 02/27/26 25-80 0.77% 618 41 01/26/26 25
Slide 24: Important cautionary information
Important cautionary information FORWARD LOOKING STATEMENT This presentation contains forward-looking statements and forward-looking information within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, contained in this presentation
Slide 25: Important cautionary information
Important cautionary information • risks related to the Company's limited operating history and the NAK project's early stage of development; • the potential for delays in exploration or development activities; • uncertainties related to the availability and cost of additional financing; • risks ass
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