Element79 Gold Announces Extension to Proposed Spin Out and Merger, Mailing of Meeting Materials for Special Meeting in Connection with Previously Announced Plan of Arrangement with Synergy Metals

About this update from Element79 Gold Corp.

VANCOUVER, BC - TheNewswire - June 11, 2026 – Element79 Gold Corp. (CSE: ELEM) (OTC: ELMGF) (FSE: 7YS) ("Element79", or the "Company") The Company announces that, in connection with its previously announced proposed arrangement transaction with Synergy Metals Corp. ("Synergy") it has entered into a second amended and restated arrangement agreement dated effective May 26, 2026 (the "Arrangement Agreement") pursuant to which the number of common shares in the capital of Synergy (“SpinCo Shares”) to be distributed to existing E79 Securityholders (as defined herein) was reduced from up to 9,000,000 SpinCo Shares to up to 1,010,000 SpinCo Shares (subject to the exercise of E79 Options and E79 Warrants (as such terms are defined herein)). The Company also announces that it has entered into a second amended and restated merger agreement dated effective May 26, 2026 (the “Merger Agreement”) to extend the outside date for completion of the transactions contemplated by the Merger Agreement to July 31, 2026. Meeting and Circular The Company is also pleased to announce that it has mailed its management information circular (the "Circular") and related proxy materials (the "Meeting Materials") to holders ("E79 Shareholders") of common shares of E79 ("E79 Shares"), to holders ("E79 Optionholders") of options to purchase E79 Shares ("E79 Options") and to holders ("E79 Warrantholders", and together with the E79 Shareholders and the E79 Optionholders, the "E79 Securityholders") of warrants to purchase E79 Shares ("E79 Warrants") in connection with the special meeting of E79 Securityholders (the "Meeting") to be held at 10:00am (Vancouver time) on July 3, 2026. The Meeting Materials are being mailed to E79 Securityholders of record as of May 27, 2026. At the Meeting, E79 Securityholders will be asked to consider, and if deemed advisable, approve, among other things, the Company's previously announced plan of arrangement (the "Arrangement") under the terms and conditions of the Arrangement Agreement entered into between the Company and Synergy. Pursuant to the Arrangement, the Company will distribute 1,000,000 SpinCo Shares to E79 Securityholders, which the Company received when it spun out its Ontario gold exploration asset, the Dale gold project located in Timmins, Ontario, to Synergy in July of 2023. In addition to these 1,000,000 SpinCo Shares, as part of the Arrangemen...

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