Canex Continues to Gain Support FOR GOLD Basin Offer as the Deadline Approaches GOLD Basin Remains Cease Traded and Non-Compliant and Risks
CANEX METALS INC.
SUITE 1620, 734 - 7TH AVENUE S.W., CALGARY, ALBERTA, T2P 3P8
PH: 403.233.2636 FAX: 403.266.2606
NEWS RELEASE: 25-13 DECEMBER 2, 2025
Trading Symbol: TSX Venture-CANX
CANEX CONTINUES TO GAIN SUPPORT FOR GOLD BASIN OFFER AS THE DEADLINE
APPROACHES
GOLD BASIN REMAINS CEASE TRADED AND NON-COMPLIANT AND RISKS
POTENTIAL DISSOLUTION
TIME SENSITIVE: GOLD BASIN SHAREHOLDERS URGENT ATTENTION AND
ACTION REQUESTED
Highlights
• Well over 30% of Gold Basin Shareholders have deposited or made formal
contractual commitments to tender to the Offer
• Gold Basin Shareholders are warned of potential dissolution of Gold Basin due to
another basic, but critical disclosure failure
• Gold Basin Resources and Helix Resources Ltd. (ASX:HLX) have been named as
defendants in a petition brought by Gold Basin Shareholders in the BC Supreme
Court. Consistent with their track record, Gold Basin failed to enter a response to
the petition by the court’s deadline, and has failed to disclose the petition to its
shareholders
• CANEX reminds Gold Basin Shareholders of key upcoming deadlines that are
critical for the future of their investment - CANEX’s offer to acquire all of the
issued and outstanding shares of Gold Basin Resources expires on December
12th, 2025
• CANEX has released a new video presentation outlining its projects, the
advantages of consolidating the Arizona district, and highlighting superior value
for Gold Basin shareholders in the CANEX Offer relative to current alternatives
<Video Presentation link>
• CANEX thanks the many Gold Basin Shareholders around the globe for the
overwhelming support for the Offer and urges those not yet tendered to take
action and join them immediately
Calgary, Alberta - CANEX Metals Inc. (“CANEX” or the “Company”) (TSX.V:CANX) today issued
a reminder of the upcoming expiry of its offer to acquire all of the issued and outstanding shares
of Gold Basin Resources Corporation (“Gold Basin ”) (TSX.V:GXX) on December 12, 2025 .
Relatedly, the Company also issued a reminder to shareholders of Gold Basin (“Gold Basin
Shareholders”) that the partial revocation of the cease-trade is set to expire on January 31, 2026
and that Gold Basin faces potential dissolution wi thout the filing of its 2024 Annual Report by
January 24, 2026. Further, CANEX is pleased to release a video with the President of the
Company, Shane Ebert, highlighting the advantages of district consolidation and the value for
shareholders.
Gold Basin Shareholders with question or who need assistance tendering their shares should
contact Laurel Hill Advisory Group by calling 1-877-452-7184 (toll-free in Canada and the United
States), or 1 -416-304-0211 (collect call outside of Canada and the U nited States), by texting
“INFO” to either number, or by email at [email protected].
CANEX Offer Continues to Build Momentum
CANEX is pleased to announce that well over 30% of the shares of Gold Basin (“Gold Basin
Shares”) have entered into contractual lock-up agreements to support the offer to acquire Gold
Basin Shares (the “Offer”) or have otherwise been deposited under the Offer . This total does
not include other indications or intentions of support . In addition, approximately 53% of Gold
Basin shareholders hold their shares as beneficial shares (through a broker) and it is common
for beneficial shares to be tendered closer to the Offer expiry date.
Shane Ebert, President of CANEX and a member of the Company’s board of directors,
commented: “We would like to thank the many Gold Basin Shareholders around the globe for
their overwhelming support for the Offer. We’ve been fortunate to have many construct ive
conversations with Shareholders and are more convinced than ever that this business
combination is the best path forward for both CANEX and Gold Basin Shareholders. To Gold
Basin Shareholders who have not yet tendered, we invite you to join the other supportive Gold
Basin Shareholders and deposit today to support our shared vision for our combined
companies.”
To further demonstrate the value of a consolidated company, CANEX also released the below
video, which is geared toward overseas Gold Basin Shareholders and provides a summary of
CANEX Metals, highlights the advantages of consolidating the Arizona district , and shows the
superior value CANEX is offering to Gold Basin shareholders relative to other alternatives.
<Video Presentation link>
Critical Upcoming Deadlines with Serious Implications to Gold Basin Shareholders’ Investment
Gold Basin Shareholders are reminded of three approaching dates with potentially critical
implications for their investment in Gold Basin.
Firstly, CANEX’s offer to purchase all of the issued and outstanding shares of Gold Basin (the
“Offer”) is set to expire at 5:00 p.m. (Toronto time) on December 12, 2025. Beneficial Gold Basin
Shareholders (Beneficial Shareholders”), being those who hold their shares of Gold Basin
(“Shares”) with a bank or broker, are encouraged to provide deposit instructions well in advance
of the deadline, as their bank or broker may impose an earlier internal deadline.
The many registered Gold Basin Shareholders (“Registered Shareholders”), being those who
hold their Shares with a physical share certificate or DRS Advice Statement, located in Australia
and New Zealand who are depositing to the Offer should note th at if a physical certificate is
being submitted it will need to be mailed to the depositary in Canada, may have lengthy transit
times, and should be submitted immediately. For more details on how to tender your shares,
please refer to the below section “ ACT NOW to Save Your Gold Basin Investment - How to
Tender to the Offer”
Secondly, a s previously announced, the British Columbia Securities Commission issued a
partial revocation order of the cease -trade order issued against Gold Basin (the “Modified
Cease-Trade Order”) for failing to file continuous disclosure documents under applicable
securities laws that expires on January 31, 2026. The Modified Cease -Trade Order allows for,
among other things, the take -up of Shares under the Offer, but otherwise Gold Basin
Shareholders have no prospect of liquidity for their Shares. Should the Offer expire
unsuccessfully, Gold Basin shares will again be subject to a full cease -trade order and
Gold Basin Shareholders will have no means to realize value for their Shares for the
foreseeable future, with the possibility of their Shares being delisted altogether.
Thirdly, CANEX has become aware that Gold Basin is also deficient in filing both its 2024 and
2025 annual reports, and if it fails to file the 2024 report by January 24, 2026 it risks dissolution
of the corporation by BC Registries and Online Services which is the government body
responsible for registering and maintaining records for British Columbia businesses.
Gold Basin Shareholders are encouraged to act now to salvage their investment; unfortunately,
Gold Basin has been left with a myriad of deficiencies of basic securities law and listing
requirements (no financial statements in over a year, no shareholder meeting in over 18 months,
no auditors engaged, no transfer agent engaged, no CFO, no Corporate Secretary, insufficient
independent directors, insufficient audit committee, among other failings) that Gold Basin has
not only made no progress on remedying since the original cease -trade order was issued on
May 6, 2025 (“Cease-Trade Order”), but has only exacerbated and left its shareholders in an
extremely vulnerable position. In addition to the risk of dissolution, CANEX believes there is a
serious risk that Gold Basin will be delisted from the TSX Venture Exchange, which would only
further jeopardize Gold Basin Shareholders’ investment.
Based on the direction of these events and the unlikely path to remediation, Gold Basin
Shareholders should reasonably question the prospect of restoring any value to their Shares,
and even if such a path were practically available - ignoring all evidence to the contrary - the
considerable amount of time to achieve remediation would make it an unappealing choice.
Gold Basin and Helix Resources Ltd. (ASX:HLX) have recently been subject to a petition filed
in the British Columbia Supreme Court by Gold Basin shareholders. Gold Basin not only failed
to enter a response to the petition by the court’s deadline but c onsistent with their abysmal
disclosure record they also failed to disclose this petition to their shareholders.
Contrasted with the significant downside risk of the status quo, the CANEX Offer provides Gold
Basin Shareholders with an excellent opportunity, with key benefits of:
• Significant Upfront Premium: the Offer represents an implied premium of 58% to the
last closing price of the Shares prior to the imposition of the Cease-Trade Order. This
substantial premium does not factor in the ongoing value destruction at Gold Basin
since the cease-trade order, the high level of debt accumulated, and the multiple legal
actions faced by the company.
• Consolidation of the District and Near-Term Exploration and Expansion: The Offer
consolidates an advanced oxide gold exploration camp in Mojave County, Arizona,
hosting multiple zones of gold mineralization with strong drill results across an eight
kilometre by eight kilometre area, opening up potential near-term exploration on
favourable targets, several of which are fully permitted for near-term drill testing and
expansion.
• Access to CANEX’s stable balance sheet: With no debt and access to capital, Gold
Basin Shareholders have an opportunity through the CANEX Offer to move from a
highly precarious financial situation to the stable and managed underpinnings of
CANEX’s prudent financial management.
• Professionally Managed Exploration with Experience in the Belt: The CANEX
Team has six years experience working in the Arizona district and has developed a
geologic understanding and exploration model that can help fast track new discovery
and deposit expansion and unlock value across the combined district.
• Improved Governance Profile: Contrasted with Gold Basin’s serial non-compliance
with the most fundamental of securities laws, let alone basic corporate governance,
CANEX recently held it’s annual general meeting on October 30, 2025 with a full
endorsement of all items of business by Institutional Shareholder Services, the leading
independent proxy advisor.
ACT NOW to Save Your Gold Basin Investment - How to Tender to the Offer
For Registered Shareholders (meaning you hold your shares with a physical certificate or DRS
Advice Statement): Complete the Letter of Transmittal and submit, along with your certificate or
DRS Statement to:
Computershare Investor Services Inc.
By Mail:
P.O. Box 7021
31 Adelaide St E
Toronto, ON M5C 3H2
Attention: Corporate Actions
By Registered Mail, Hand or by Courier
320 Bay Street
14th Floor
Toronto, ON
M5H 4A6
Attn: Corporate Actions
For submissions for holders with DRS Statements, you may also submit your documents by
email to [email protected].
If you have misplaced your certificate or DRS Statement and are unable to obtain a replacement
but wish to tender to the Offer, you should submit the Letter of Transmittal along with a written
explanation as to why the certificate or DRS is not available.
For Beneficial Shareholders (meaning you hold your shares at a bank, brokerage, or other
intermediary): You need only to provide instructions to the Corporate Actions Department at
your bank, brokerage, or other intermediary to deposit to the Offer. The manner in which you do
provide these instructions will vary between institutions.
Gold Basin Shareholders with question or who need assistance tendering their shares should
contact Laurel Hill Advisory Group by calling 1-877-452-7184 (toll-free in Canada and the United
States), or 1 -416-304-0211 (collect call outside of Canada and the United States), by texting
“INFO” to either number, or by email at [email protected].
Advisors
CANEX has retained Borden Ladner Gervais LLP as its legal advisor and Laurel Hill Advisory
Group as its information agent.
About CANEX Metals
CANEX Metals (TSX.V:CANX) is a Canadian junior exploration company focused on advancing
its 100% owned Gold Range Project in Northern Arizona . With several near surface bulk
tonnage gold discoveries made to date across a 4 km gold mineralized trend, the Gold Range
Project is a compelling early-stage opportunity for investors. CANEX is also advancing the
Louise Copper -Gold Porphyry Project in British Columbia. Louise contains a large historic
copper-gold resource that has seen very little deep or lateral exploration, offering investors
copper and gold discovery potential. CANEX is led by an experienced management team which
has made three notab le porphyry and bulk tonnage discoveries in North America and is
sponsored by Altius Minerals (TSX: ALS), a large shareholder of the Company.
Dr. Shane Ebert P.Geo., is the Qualified Person for CANEX and has verified the data disclosed
in this news release against historical and current data sources and has approved the technical
disclosure contained in this news release.
“Shane Ebert”
Shane Ebert
President/Director
For Further Information Contact:
Shane Ebert at 1.250.964.2699 or
Jean Pierre Jutras at 1.403.233.2636
Web: http://www.canexmetals.ca
Gold Basin Shareholders :
Laurel Hill Advisory Group
North American Toll Free: 1-877-452-7184
Outside North America: 1-416-304-0211
Email: [email protected]
Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
Except for the historical and present factual information contained herein, the matters set forth in this news release,
including words such as “potential”, “ believes”, “ prospect”, “ risks”, “opportunities” and similar expressions, are
forward-looking information that represents management of CANEX Metals Inc.’s internal projections, expectations
or beliefs concerning, among other things : the Offer; the satisfaction of the conditions of the Offer ; Gold Basin
Shareholder support for the Offer; whether the Gold Basin board will make a recommendation to Shareholders in
respect of the Offer; the anticipated successful completion of the Offer; the anticipated effect of the Offer; CANEX’s
plans for Gold Basin if the Offer is successful; the expected benefits to Gold Basin shareholders of tendering their
Gold Basin Shares to the Offer; whether the Cease Trade Order and the Halt will be revoked; whether Gold Basin
will be dissolved by BC Registries and Online Services; whether Gold Basin will be delisted from the TSX Venture
Exchange: and future operating results and various components thereof or the economic performance of CANEX.
The projections, estimates and beliefs contained in such forward-looking statements necessarily involve known and
unknown risks and uncertainties, which may cause CANEX’s actual performance and financial results in future
periods to differ materially from any projections of future performance or results expressed or implied by such
forward-looking statements. These risks and uncertainties include, among other things, the risk that the transactions
contemplated by the Offer will not be consummated; the risk that the conditions of the Offer will not be met or met
or a timely basis; and those risks described in CANEX’s filings with the Canadian securities authorities. Accordingly,
holders of CANEX Shares and potential investors are cautioned that events or circumstances could cause results
to differ materially from t hose predicted. CANEX disclaims any responsibility to update these forward -looking
statements.