Canuc Announces Share Consolidation

Rhea-AI Summary

Canuc (OTCQB: CNUCF) will consolidate its common shares on a 10-for-1 basis, reducing issued shares from 284,531,484 to approximately 28,453,148.

All warrants, options and convertible securities will be adjusted 10-fold in price and reduced tenfold in share quantity. The company expects TSX-V final approval effective February 17, 2026.

Positive

• Share count reduced by approximately 90%
• Exercise/conversion prices increased by a factor of 10
• Expected TSX-V effectiveness on February 17, 2026

Negative

• Fractional shares will be rounded down with no compensation
• Consolidation may reduce trading liquidity in short term

Toronto, Ontario--(Newsfile Corp. - February 12, 2026) - Canuc Resources Corporation (TSXV: CDA) (OTCQB: CNUCF) (WKN: A14ZX4) ("Canuc" or the "Company") announces that the Company intends to consolidate its common shares on the basis of ten (10) pre-consolidation common shares for one (1) post-consolidation common share (the "Consolidation").

The Company currently has 284,531,484 common shares issued and outstanding. Upon completion of the Consolidation, the Company will have approximately 28,453,148 common shares issued and outstanding. Some slight variance is expected as a result of fractional rounding. Fractional shares will be rounded down to the nearest whole number, with no additional consideration. The Consolidation is being implemented pursuant to the authority granted to the board of directors by shareholders at the annual and special meeting of shareholders held on December 21, 2018, which authorized the board to effect a consolidation of the Company's common shares at a ratio of up to ten (10) pre-consolidation common shares for one (1) post-consolidation common share, in the board's discretion.

All outstanding warrants, stock options, and other convertible securities of the Company will be adjusted in accordance with their respective terms to reflect the Consolidation. This will include an increase to applicable exercise or conversion prices by a factor of 10 and a corresponding reduction in the number of common shares issuable upon exercise or conversion by a factor of 10.

The Consolidation remains subject to the final acceptance of the TSX Venture Exchange (the "TSX-V"), and the Company expects the Consolidation to become effective as soon as such final approval is obtained which is expected to be February 17^th, 2026. Post consolidation CUSIP and ISIN numbers will be confirmed in a subsequent news release following receipt of final approval from the TSX-V. The Company's trading symbol will remain unchanged.

Holders of common shares of the Company who hold uncertificated shares (that is, shares held in book-entry form and not represented by a physical share certificate), either as registered holders or beneficial owners, will have their existing book-entry account(s) electronically adjusted by the Company's transfer agent or, in the case of beneficial shareholders, by their brokerage firms, banks, trusts, or other nominees that hold such shares in street name for their benefit. Such holders generally do not need to take any additional action to exchange their pre-Consolidation shares for post-Consolidation shares. Beneficial shareholders who have questions are encouraged to contact their respective nominees.

Registered shareholders holding physical share certificates have been mailed a letter of transmittal advising of the Consolidation and instructing them to surrender certificates representing pre-Consolidation shares in exchange for replacement certificates or a direct registration advice representing post-Consolidation shares. Until surrendered for exchange, each certificate formerly representing pre-Consolidation shares will be deemed to represent the number of whole post-Consolidation shares to which the holder is entitled as a result of the Consolidation.

"Canuc is now working to transition into a gold producer in Ontario, while still holding 100% undiluted ownership interest in two high impact potential gold-silver-copper IOCG exploration assets in Ontario, Canada and Sonora State, Mexico respectively," stated Chris Berlet, CEO and Director of Canuc.

"This consolidation of shares sets the company up to attract a new category of investor as we move to effect transition to gold production in Ontario."

About Canuc Resources Corporation

Canuc Resources Corporation is a junior resource company developing its 100% interest in the East Sudbury Project ("ESP") which spans 19,710 hectares and is centered approximately 20 kilometers northeast of the Prolific Sudbury Mining Camp and near to the extensive infrastructure of the adjacent Sudbury Mining District. ESP encompasses several centers of critical and precious metal mineralization interpreted to be related to a mineral system that can form IOCG and affiliated critical and precious mineral deposits. Included within the Project is the historical Scadding Gold Mine and associated Scadding Gold Tailings Project.

Canuc also holds a 100% interest in the San Javier Silver-Gold Project located in Sonora State, Mexico. The San Javier Silver-Gold Project spans 28 claims covering 1,052 hectares and evidences extensive silver, gold and copper mineralization interpreted to be related to a mineral system that can form silver-dominant IOCG and affiliated deposits.

Canuc generates cash flow from natural gas production at its MidTex Energy Project located in Central West Texas, USA where Canuc has an interest in eight (8) producing natural gas wells and has rights for further in field developments. The Company also receives a 4% Net Smelter Royalty from gold production at the Scadding Gold Tailings Project located on Mining Claim LEA 107735 within the ESP property group.

For further information please refer to the Company website: www.canucresources.ca.

Christopher J. Berlet B.A.Sc.(Mining), CFA, CEO & Director of Canuc, is responsible for the content of this press release.

For further information please contact:

Canuc Resources Corporation
(416) 525 - 6869
cberlet@canucresources.ca

Forward-Looking Information

This news release contains forward-looking information. All information, other than information of historical fact, constitute "forward-looking statements" and includes any information that addresses activities, events or developments that the Corporation believes, expects or anticipates will or may occur in the future including the Corporation's strategy, plans or future financial or operating performance.

When used in this news release, the words "estimate", "project", "anticipate", "expect", "intend", "believe", "hope", "may" and similar expressions, as well as "will", "shall" and other indications of future tense, are intended to identify forward-looking information. The forward-looking information is based on current expectations and applies only as of the date on which they were made. The factors that could cause actual results to differ materially from those indicated in such forward-looking information include, but are not limited to, the ability of the Corporation to fund the exploration expenditures required under the Agreement. Other factors such as uncertainties regarding government regulations could also affect the results. Other risks may be set out in the Corporation's annual financial statements, MD&A and other publicly filed documents.

The Corporation cautions that there can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, investors should not place undue reliance on forward-looking information. Except as required by law, the Corporation does not assume any obligation to release publicly any revisions to forward-looking information contained in this press release to reflect events or circumstances after the date hereof.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/283772

FAQ

What is the share consolidation ratio for Canuc (CNUCF) announced February 12, 2026?

The consolidation is a 10-for-1 reverse split. According to the company, every ten pre-consolidation common shares will convert into one post-consolidation common share, with fractional shares rounded down to the nearest whole share.

How many Canuc shares will be outstanding after the 10-for-1 consolidation (CNUCF)?

Post-Consolidation shares will be approximately 28,453,148. According to the company, this reflects converting 284,531,484 existing shares on a 10-for-1 basis, subject to slight variance from fractional rounding.

When will Canuc's (CNUCF) share consolidation become effective and is TSX-V approval required?

Effectiveness is expected on or about February 17, 2026. According to the company, the Consolidation remains subject to final acceptance by the TSX Venture Exchange before it becomes effective.

How will warrants and options be adjusted for Canuc's 10-for-1 consolidation (CNUCF)?

All warrants, stock options and convertible securities will be adjusted pro rata. According to the company, exercise/conversion prices will increase by a factor of 10 and the number of shares issuable will be reduced by a factor of 10.

Will Canuc (CNUCF) change its trading symbol or CUSIP after the consolidation?

The trading symbol will remain unchanged as CNUCF. According to the company, post-consolidation CUSIP and ISIN numbers will be confirmed in a subsequent news release after TSX-V approval.

What must registered Canuc shareholders do with physical share certificates after the consolidation (CNUCF)?

Registered shareholders holding physical certificates must surrender them for replacement certificates. According to the company, a letter of transmittal has been mailed with instructions to exchange pre-consolidation certificates for post-consolidation equivalents.