Emergent Metals Corp. Agrees to Acquisition by Lahontan Gold Corp.

Vancouver, British Columbia — September 16, 2026 — Leads & Copy — Emergent Metals Corp. has entered into a definitive agreement with Lahontan Gold Corp. under which Lahontan will acquire all of the issued and outstanding common shares of Emergent. Emergent shareholders will receive 0.3115 of a common share of Lahontan for each Emergent share held, a ratio implying approximately one Lahontan share for every 3.21 Emergent shares. This consideration is valued at approximately C$0.1153 per Emergent share, representing a premium of roughly 47.8% to Emergent’s 30-trading-day volume-weighted average trading price of C$0.0780. The transaction is structured as a definitive arrangement agreement and a court-approved plan of arrangement under British Columbia’s Business Corporations Act. Upon completion, existing Lahontan shareholders are expected to hold approximately 95.3% of the combined company’s shares, with former Emergent shareholders holding about 4.7%, on a non-diluted basis.

The all-share transaction allows Emergent shareholders to retain exposure to the combined company, benefiting from Lahontan’s larger Nevada-focused gold and silver portfolio, including the Santa Fe Mine project. This acquisition also consolidates ownership of the Santa Fe Mine, New York Canyon, and West Santa Fe properties under common ownership, creating opportunities for coordinated exploration and development. The combined entity will also hold Emergent’s remaining mineral property and royalty interests, along with assets from the recent sale of the Golden Arrow property, which include a US$3.5 million promissory note, 12.5 million Fairchild Gold Corp. shares, and a 0.5% net smelter return royalty on the Golden Arrow property. Emergent shareholders will participate in a larger public company with greater historical trading liquidity and a broader asset base.

David Watkinson, President and CEO of Emergent, stated that the combination offers Emergent shareholders a premium to recent trading prices while enabling continued participation in a larger Nevada-focused precious metals company. He highlighted the opportunity for coordinated exploration and development of neighboring assets and participation in a broader portfolio. Following a thorough review, Emergent’s Special Committee and Board of Directors believe the transaction is in the best interests of Emergent shareholders, positioning the combined company with greater scale and a broader asset base.

The transaction is subject to customary conditions, including approval by Emergent shareholders, receipt of interim and final orders from the Supreme Court of British Columbia, acceptance by the TSX Venture Exchange (TSXV), and other required regulatory approvals and third-party consents. Shareholder approval will require at least 66⅔% of the votes cast by Emergent shareholders present in person or by proxy at a meeting to be called for the transaction, along with a simple majority of votes excluding those of minority shareholders under Multilateral Instrument 61-101. Emergent expects the shareholder meeting to be held in November 2026, with transaction completion shortly thereafter.

Evans & Evans, Inc. provided an oral fairness opinion to the Special Committee and the Emergent Board of Directors, stating that the terms of the arrangement agreement and plan of arrangement are fair, from a financial point of view, to Emergent shareholders. Capiche Legal LLP is acting as legal advisor to Emergent and the Special Committee, while Irwin Lowy LLP is acting as legal advisor to Lahontan. The scientific and technical information in the release was reviewed and approved by David G. Watkinson, P.Eng., President and CEO of Emergent, who is a Qualified Person under National Instrument 43-101.

Emergent Metals Corp. is a mineral exploration and royalty company focused on Nevada and Quebec. Lahontan Gold Corp. is a Nevada-focused mineral exploration and development company with a portfolio of gold and silver projects in Nevada’s Walker Lane mineral belt, with its principal asset being the Santa Fe Mine project. Further information regarding both companies is available on SEDAR+.

Source: Emergent Metals Corp.