Core Critical Metals Corp. Announces Plan of Arrangement to Spin Out the Senneville and Timmins Nickel Projects
Core Critical Metals Corp. Announces Plan of Arrangement to Spin Out the Senneville and Timmins
Nickel Projects
Vancouver, British Columbia / September 9, 2026 – Core Critical Metals Corp. (“ CCMC” or the
“Company”) (TSXV: CCMC), is pleased to announce that it has entered into an arrangement agreement
dated for reference August 21, 2026 (the " Arrangement Agreement") with its wholly -owned subsidiaries,
1595789 B.C. Ltd. ("Spinco1") and 1595792 B.C. Ltd. ("Spinco2"), pursuant to which the Company will spin
out its Senneville Project to Spinco1 and its Timmins Nickel Project to Spinco2 by way of a statutory plan of
arrangement under Division 5 of Part 9 of the Business Corporations Act (British Columbia) (the
"Arrangement").
Under the Arrangement, shareholders of the Company (other than dissenting shareholders) will receive, for
each common share of the Company held as at the share distribution record date: one (1) new Class A
common share of the Company, one (1) common share of Spinco1 and one (1) common share of Spinco2.
Following completion of the Arrangement, shareholders will hold shares in three companies: CCMC, which
will retain the LMSL Project and its remaining portfolio; Spinco1, which will hold the Senneville Project,
comprised of 151 map-designated claims covering approximately 8,575 hectares in the Val -Senneville sector,
Québec; and Spinco2, which will hold the Timmins Nickel Project, comprised of 467 claims covering
approximately 10,060 hectares in the Porcupine Mining Division, Ontario. The Senneville Project and the
Timmins Nickel Project will be transferred to the Spinco entities pursuant to asset purchase agreements
between the Company and each Spinco entity.
The Arrangement will create three focused companies, each with a dedicated asset and strategy, allowing
shareholders to participate directly in the value of the Senneville and Timmins Nickel projects while CCMC
advances the LMSL Project" said Deepak Varshney, CEO of Core Critical Metals Corp.
The Arrangement is subject to a number of conditions, including approval by at least two -thirds of the votes
cast by shareholders at the Company's annual general and special meeting to be held virtually on September
28, 2026 (the "Meeting"), the interim and final orders of the Supreme Court of British Columbia, and the
conditional acceptance of the TSX Venture Exchange. Shareholders of record on July 30, 2026 are entitled to
vote at the Meeting. Registered shareholders have the right to dissent from the Arrangement in accordance
with the interim order and the Business Corporations Act (British Columbia). Full details of the Arrangement,
including the procedure for voting and the rights of dissent, are set out in the Company's management
information circular, which will be mailed to shareholders and available under the Company's profile on
SEDAR+ at www.sedarplus.ca. If all conditions are satisfied, the Arrangement is expected to become
effective in early October 2026.
The board of directors of the Company has determined that the Arrangement is fair and reasonable and in the
best interests of the Company and its shareholders, and recommends that shareholders vote FOR the
Arrangement.
About Core Critical Metals Corp.
Core Critical Metals Corp. is a North American mineral acquisition and exploration company focused on the
development of quality critical metal properties with high-upside and expansion potential.
Suite #400 – 1681 Chestnut Street, Vancouver, BC V6J 4M6
www.xanderresources.ca
CORE CRITICAL METALS CORP.
For more information, please call email [email protected] or visit www.corecriticalmetals.com.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-looking statements:
This news release includes "forward -looking information" under applicable Canadian securities legislation,
including statements regarding the Arrangement and the anticipated benefits thereof, the anticipated timing
for completion of the Arrangement, the holding of the Meeting, the receipt of shareholder, court and stock
exchange approvals, the transfer of the Senneville Project and the Timmins Nickel Project to the Spinco
entities, and the future plans of the Company and the Spinco entities. Such forward -looking information
reflects management's current beliefs and is based on a number of estimates and/or assumptions made by and
information currently available to the Company that, while considered reasonable, are subject to known and
unknown risks, uncertainties, and other factors that may cause actual results and future events to differ
materially from those expressed or implied by such forward-looking information.
Readers are cautioned that such forward -looking information is neither a promise nor a guarantee and is
subject to known and unknown risks and uncertainties including, but not limited to: the risk that the
conditions to completion of the Arrangement, including approval of the shareholders of the Company, the
interim and final orders of the Supreme Court of British Columbia and the conditional acceptance of the TSX
Venture Exchange, may not be satisfied or waived; the risk that the Arrangement may be modified, delayed or
not completed on the terms or timeline currently contemplated, or at all; the extent to which shareholders
exercise rights of dissent; general business, economic, competitive, political and social uncertainties;
uncertain and volatile equity and capital markets; lack of available capital; actual results of exploration
activities; environmental risks; future prices of base and other metals; operating risks; accidents; labour
issues; delays in obtaining governmental approvals and permits; and other risks in the mining industry.
The Company is presently an exploration stage company. Exploration is highly speculative in nature, involves
many risks, requires substantial expenditures, and may not result in the discovery of mineral deposits that can
be mined profitably. Furthermore, the Company currently has no reserves on any of its properties. As a
result, there can be no assurance that such forward -looking statements will prove to be accurate, and actual
results and future events could differ materially from those anticipated in such statements. The Company
undertakes no obligation to update forward -looking statements, except as required by applicable securities
laws.