BWR Exploration Inc. and Electro Metals and Mining Inc. Announce Meeting of Shareholders and Record Date
BWR Exploration Inc. and Electro Metals and Mining Inc. Announce Meeting of
Shareholders and Record Date
TORONTO, Nov. 25, 2025 -- BWR Exploration Inc. (TSXV: BWR) (“BWR”) a Toronto, Ontario based corporation with its
registered address at 82 Richmond Street East, Toronto, Ontario, is pleased to announce that it has set its Annual General
and Special Meeting of Shareholders for December 31, 2025 (the “ BWR Meeting ”) commencing at 8:00 AM at its registered
address to approve, among other things, the Proposed Amalgamation with Electro Metals and Mining Inc. (“ Electro”),
announced on August 20, 2025 which will involve a Reverse Takeover (“RTO”) of BWR by Electro (the “Transaction”). BWR
Shareholders as of the record date of November 21, 2025, will be entitled to vote at the BWR Meeting.
Electro also announces that its Annual General and Special Meeting of Shareholders will be held on December 31, 2025 (the
“Electro Meeting”) by way of a ZOOM call, with details to be provided to Electro shareholders. Shareholders will vote on the
Transaction, among other items.
The Boards of Directors of both companies have unanimously voted in favour of the Transaction ( see press release of August
22, 2025 ) and encourage their respective shareholders to vote in favour of the transaction. A ZOOM call to present the
Transaction will be held November 27, 2025 at 10 AM by connecting to: https://us02web.zoom.us/j/88036781420?
pwd=1wfYvMyNXflvwc1K5K48Q9dsL6SJsU.1
Under the terms of the Transaction, BWR will issue to Electro shareholders one post-consolidation BWR share for each
Electro share, subject to final adjustment, implying a share price of $0.021 for each pre-consolidation BWR share.
“The conclusion of this transaction will establish a company with strong growth potential anchored by high-grade copper and
gold projects,” stated Daryl Hodges, Chairman & CEO of Electro Metals and Mining. “We are committed to creating significant
value for both existing and future shareholders, and under the structure of the Transaction, investors will receive free-trading
shares of Electro Metals Corp. upon Closing of the Transaction, expected to be on or about January 31, 2026.”
BWR and Electro (or “the Companies”) also announce the Concurrent Financing to support the Transaction. The Companies
plan to raise a minimum of $1.6 million and maximum $2.25 million for exploration purposes by issuing Flow Through (“ FT”)
Units in Electro Metals priced at $0.26. Each FT Unit will be comprised of one FT common share and one-half of one Common
Share Purchase Warrant. Each whole warrant will have an exercise price of $0.35 for a period of three years from the date of
listing its shares. In addition, the Companies will raise a minimum of $1.6 million and a maximum $1.75 million by issuing
Hard Dollar (“HD”) Units at a price of $0.20. Each HD Unit will be comprised of one Common Share and one Common Share
Purchase Warrant. Each HD Warrant will have an exercise price of $0.25 for two years from date of listing its shares.
With the tight financing schedule, the Companies expect to complete multiple Closings commencing December 31, 2025 after
the shareholder meetings, up until the date of closing of the Transaction. The Transaction is expected to close on or about
January 31, 2026, and free trading shares will be issued in the new TSX Venture Exchange – listed company ‘Electro Metals
Corp’, subject to financing, and customary approvals.
“On behalf of the Board of Directors of BWR, we encourage all shareholders to vote in favour of the RTO with Electro. This
transaction will create a new publicly traded company with multiple exploration assets across central Canada, anchored by
the Magusi–Fabie Project in Québec, a highly prospective critical and precious metals opportunity with significant growth
potential,” said Neil Novak, President and CEO of BWR Exploration Inc. “The combination provides a stronger platform to
advance these assets through the exploration and development cycle, while the new exploration team prepares to commence
exploration programs at the high grade Little Stull Lake gold project in Northeast Manitoba.”
About BWR Exploration Inc.
BWR is a “Tier 2 junior exploration company” with shares listed and trading on the TSXV Venture Exchange (trading symbol:
“BWR.V”). BWR holds three early-stage exploration properties in Canada, one in Québec (Vendôme Sud copper nickel
project), one in Ontario (Shunsby copper, zinc project), and one in Manitoba (Little Stull Lake Gold Project), each property has
reported historic resources that are non-compliant with respect to current National Instrument 43-101 reporting standards. As
such, each property requires additional exploration to elevate the non-compliant historic resource classification to current
reporting standards. Management of BWR includes an accomplished group of exploration/mining specialists with many
decades of operational experience in the junior resource sector in Canada and abroad.
About Electro Metals and Mining Inc.
Electro is a privately held Canadian company based in Toronto, Ontario, engaged in the acquisition, exploration and potential
development of precious and critical metals in Québec, Canada. Electro has a 100% - owned block of claims covering 570.73
hectares with historical copper - silver mineralization and has an option agreement to earn 100% interest, on an adjacent core
block of 6,517.6 hectares including a known copper – zinc – silver – gold deposit (Magusi), plus a mining lease on an
additional 11.46 hectares, covering a partially mined high grade copper deposit (Fabie). The project area is located
approximately 45 km by gravel and paved road northwest of Rouyn-Noranda, Quebec. The most recent publicly available
resource estimate for the Magusi deposit was prepared by Roscoe Postle Associates (RPA) in 2012 for a previous operator
(Mag Copper Limited – see SEDAR PLUS for details). As this estimate predates Electro Metals’ interest in the property and
has not been verified by the current Qualified Person using current CIM Definition Standards, it is considered a historical
estimate under NI 43-101 reporting standards. A qualified person has not done sufficient new work to classify this historical
estimate as a current mineral resource and Electro is not treating the historical resource as a current mineral resource.
The historical estimate is however considered relevant because it demonstrates the presence of significant mineralization on
the property in two known deposits and is considered reliable for that limited contextual purpose based upon the RPA
authorship and methodologies.
The RPA 2012 report identified indicated and inferred resources, that Electro believes can be verified, expanded, and has the
potential to be developed to cash flow. In addition, the property hosts numerous other exploration targets, includes power to
the site, and is within trucking distance to processing facilities in the Val d’Or to Timmins region. The plan is to expand the
known resources at Magusi and Fabie and continue to follow up on high priority targets on the large, combined property.
Management of Electro includes an accomplished group of exploration and mining specialists with many decades of
operational experience in the junior resource sector in Canada and abroad, as well as capital markets experience in Canada.
The December 18, 2024, Option Agreement with Globex Mining Enterprises Inc. (GMX-TSX, GLBXF-OTCQX and G1MN-
Frankfurt) has been modified. To earn 100% interest, Electro must make cash payments aggregating $5million by January
15, 2029, including $150,000 due April 30. 2026, and commit to issuing an additional 3 million shares. Work commitments
include $750,000 by June 30, 2026 and cumulative expenditures totalling $13.5 million by June 30, 2029. Once in production,
the project is subject to a $1million production bonus, 3% Gross Metal Royalty, and a $250,000 per year Advance Royalty.
1.0% of the 3% GMR (33.3% of the total GMR Royalty) can be repurchased for $2million and Electro will retain a Right of First
Refusal to repurchase the remaining GMR. All production – related fees are to be inflation – adjusted. All other non – monetary
conditions previously agreed remain intact.
For further information, please contact:
BWR Exploration Inc.
Neil Novak
Phone: (416) 848 6866
Email: [email protected]
Electro Metals and Mining Inc.
Daryl Hodges
Phone: (647) 271 3817
Email: [email protected]
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of TSX
Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Information
Completion of the proposed Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance
and if applicable, disinterested shareholder approval. Where applicable, the proposed Transaction cannot close until the
required shareholder approval is obtained. There can be no assurance that the proposed Transaction will be completed as
proposed or at all.
Investors are cautioned that any information released or received with respect to the proposed Transaction may not be
accurate or complete and should not be relied upon. Trading in the securities of BWR should be considered highly
speculative.
The TSXV has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the
contents of this press release.
All information contained in this news release with respect to BWR and Electro was supplied by the parties, respectively, for
inclusion herein, and each such party has relied on the other party for any information concerning such party.
This news release contains forward-looking statements relating to the timing and completion of the proposed Transaction, the
share capital of the Resulting Issuer, the future operations of BWR, Electro, and the Resulting Issuer, the proposed directors,
officers and advisors of the Resulting Issuer and other statements that are not historical facts. Forward-looking statements
are often identified by terms such as “will”, “may”, “should”, “anticipate”, “expects” and similar expressions. All statements
other than statements of historical fact, included in this release, including, without limitation, statements regarding the
proposed Transaction and the future plans and objectives of BWR, Electro, and the Resulting Issuer are forward-looking
statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate
and actual results and future events could differ materially from those anticipated in such statements. Important factors that
could cause actual results to differ materially from BWR’s, Electro’s, and the Resulting Issuer’s expectations include the
failure to satisfy the conditions to completion of the proposed Transaction set forth above and other risks detailed from time
to time in the lings made by BWR, Electro, and the Resulting Issuer with securities regulators.
The reader is cautioned that assumptions used in the preparation of any forward- looking information may prove to be
incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous
known and unknown risks, uncertainties, and other factors, many of which are beyond the control of BWR, Electro, and the
Resulting Issuer. As a result, BWR, Electro, and the Resulting Issuer cannot guarantee that the proposed Transaction will be
completed on the terms and within the time disclosed herein or at all. The reader is cautioned not to place undue reliance on
any forward-looking information. Such information, although considered reasonable by management at the time of preparation,
may prove to be incorrect and actual results may differ materially from those anticipated. Forward- looking statements
contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained
in this news release are made as of the date of this news release and BWR, Electro, and the Resulting Issuer expressly
disclaim any intention or obligation to update or revise any forward-looking information, whether as a result of new information,
future events or otherwise, except as expressly required by applicable securities law.