Announcing ICG Arrangement
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American Pacific Announces Anticipated Closing of Plan of Arrangement with ICG Silver &
Gold
Vancouver, British Columbia – March 20, 2026 — American Pacific Mining Corp. (CSE: USGD /
OTCQX: USGDF / FSE:1QC1) (“American Pacific ” or the “ Company”) is pleased to provide an
update on the previously announced plan of arrangement (the “Arrangement”) with ICG Silver &
Gold Ltd. (“ ICG”). The Company has been informed that ICG has received conditional approval
from the Canadian Securities Exchange (the “ CSE”) for the listing of the common shares of ICG
(the “ICG Shares”) on the CSE.
Following receipt of conditional CSE approval, the Company now anticipates closing the
Arrangement on March 25, 2026 (the “Closing Date”).
Under the Arrangement, ICG will acquire all of the issued and outstanding shares of Clearview
Gold Inc. and American Pacific Mining (US) Inc., each a wholly-owned subsidiary of American
Pacific and the registered owner of the Danny Boy and Tuscarora projects, respectively, in
exchange for the issuance to the Company of 11,500,000 ICG Shares. The Company will distribute
7,500,000 ICG Shares to Company shareholders (the “ ICG Distribution Shares ”) in accordance
with an exchange ratio (the "Exchange Ratio") to be determined based on the number of issued
and outstanding common shares of the Company (“APM Shares”) as of the Closing Date.
Pursuant to the Arrangement, the ICG Distribution Shares will be distributed on a pro rata basis
to Company shareholders of record as of the Closing Date by exchanging each outstanding APM
Share for (i) one new common share of the Company (a " New APM Share "), which shall be
identical in every relevant respect to the APM Shares, and (ii) such number of ICG Shares as is
determined by the Exchange Ratio. The Company will retain the remaining ICG Shares received
pursuant to the Arrangement. Based on the issued and outstanding APM Shares as of the date of
this news release, the Exchange Ratio would be approximately 0.0283 of an ICG Share for each
APM Share held.
The ICG Shares, including the ICG Distribution Shares, are expected to commence trading on the
CSE on March 31, 2026.
Following completion of the Arrangement, the New APM Shares are expected to trade under new
CUSIP and ISIN numbers, 028792109 and CA0287921096, respectively.
Company shareholders approved the Arrangement at the Company’s annual general and special
meeting of shareholders held on February 25, 2026. The Supreme Court of British Columbia
issued a final order approving the Arrangement on February 27, 2026. For additional information
on the Arrangement, please refer to the Company’s management information circular dated
January 23, 2026 and the Company's news releases dated December 8, 2025, January 12, 2026,
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January 26, 2026, and February 25, 2026.
About ICG Silver & Gold
ICG is a new mineral exploration and development company advancing the Tuscarora District in northern
Nevada. While currently private, the company intends to complete a public listing during Q1, 2026. The
Company’s strategy is focused on advancing the Tuscarora District through systematic exploration and
technical studies; building a district-scale geological model; and progressing the project toward resource
definition and future development. To learn more about ICG, please visit https://icgsilverandgold.com/
and subscribe to the newsletter https://icgsilverandgold.com/#subscribe.
About American Pacific Mining Corp.
American Pacific Mining Corp. is a precious and base metals explorer and developer focused on
opportunities in the Western United States. The Company’s flagship asset is the 100%-owned
past-producing Madison Copper-Gold Project in Montana. For the Madison transaction, American
Pacific was selected as a finalist in both 2021 and 2022 for ‘Deal of the Year’ at the S&P Global
Platts Metals Awards, an annual program that recognizes exemplary accomplishments in 16
performance categories. Through a 2025 transaction with Vizsla Copper, American Pacific has
established a major equity position and secured $15M in aggregate milestone upside exposure
to the advanced exploration stage Palmer Copper-Zinc VMS Project in Alaska. Also, in American
Pacific’s portfolio are several high-grade, precious metals projects located in key mining districts
in Nevada, on which the Company intends to transact. The Company’s mission is to provide
shareholders discovery and exploration upside exposure across its portfolio through
partnerships, spin-outs and direct exploration.
American Pacific is incorporated pursuant to the laws of British Columbia and its head office is
located at Suite 910 – 510 Burrard Street Vancouver, BC, V6C 3A8.
On behalf of the American Pacific Mining Corp Board of Directors:
Warwick Smith, CEO & Director
Corporate Office: Suite 910 – 510 Burrard Street
Vancouver, BC, V6C 3A8 Canada
Investor relations contact:
Kristina Pillon, High Tide Consulting Corp.
604.908.1695 / [email protected]
Media relations contact:
Adam Bello, Primoris Group Inc.
416.489.0092 / [email protected]
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Full disclosure can be found in our NI 43-101 Technical Report for the Madison Project at
www.americanpacificmining.com.
The Canadian Securities Exchange has neither approved nor disapproved the contents of this
news release.
FORWARD-LOOKING STATEMENTS
This news release includes certain statements and information that constitute forward-looking
information within the meaning of applicable Canadian securities laws. All statements in this news release,
other than statements of historical facts, are forward-looking statements. Such forward-looking
statements and forward-looking information include, but are not limited to, statements regarding the
Company’s business; the anticipated Closing Date; the listing of ICG Shares on the CSE and the expected
commencement of trading thereof; the distribution of the ICG Distribution Shares to Shareholders; the
anticipated Exchange Ratio; the expected timing of the completion or benefits of the Arrangement or the
likelihood or ability of the parties to successfully complete the Arrangement.
Any statements or information that express or involve discussions with respect to predictions, expectations,
beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always,
using words or phrases such as “expects”, “anticipates”, “believes”, “plans”, “estimates”, “intends”,
“targets”, “goals”, “forecasts”, “objectives”, “potential” or variations thereof or stating that certain
actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the
negative of any of these terms and similar expressions) are not statements of historical fact and may be
considered forward-looking information.
The Company's forward-looking information is based on the assumptions, beliefs, expectations and
opinions of management as of the date of this news release and includes, but is not limited to, information
with respect to the Arrangement and the receipt of all necessary approvals therefor, the satisfaction of all
conditions precedent to the completion of the Arrangement on the anticipated Closing Date, the receipt of
final approval of the CSE for the listing of the ICG Shares, and the ability of the parties to complete the
Arrangement on the terms and within the timeframes contemplated herein. Other than as required by
applicable securities laws, the Company does not assume any obligation to update forward-looking
information if circumstances or management's assumptions, beliefs, expectations or opinions change, or
if there are changes in any other events affecting such statements or information. For the reasons set forth
above, investors should not place undue reliance on forward-looking information.