PTX Metals' Subsidiary, Green Canada Corporation and MAACKK Capital Corp. Provide Update Regarding Shareholders' Meetings and Green Canada Private Placement Closing

Rhea-AI Summary

Green Canada Corporation (PANXF) increased its non-brokered private placement from $500,000 to $750,000, issuing up to 5,769,231 common shares at $0.13 per share. The company closed a second tranche issuing 2,022,500 shares for gross proceeds of $262,925.

After the second tranche close, PTX Metals' stake fell from ~50.73% to ~48.02%, and Green Canada ceased to be a PTX subsidiary. A GCC shareholder meeting is set for Feb 26, 2026, and MAACKK's shareholder meeting is also set for Feb 26, 2026 to approve a proposed RTO and related corporate matters.

Positive

• Private placement upsized to $750,000
• Second tranche raised $262,925 gross proceeds
• PTX ownership reduced to 48.02%, enabling independent communications

Negative

• PTX ownership fell below 50% to 48.02%
• Issued shares subject to a four-month-plus-one-day statutory hold

Toronto, Ontario--(Newsfile Corp. - February 5, 2026) - PTX Metals' Subsidiary (TSXV: PTX) Green Canada Corporation ("GCC" or the "Company") announced that it has increased the size of its previously announced non-brokered private placement from $500,000 to $750,000 (the "Private Placement") in response to strong investor interest. Up to a total of 5,769,231 common shares of the Company (the "Common Shares") will be issuable at a price of $0.13 per share pursuant to the Private Placement.

Closing of Second Tranche of GCC Private Placement

Following the offering upsizing, the Company has closed the second tranche of the Private Placement. In connection with this closing, the Company issued an aggregate of 2,022,500 Common Shares at a price of $0.13 per share, for aggregate gross proceeds of $262,925.

After giving effect to the closing of the Second Tranche, the shareholding of PTX Metals Inc. (TSXV: PTX) ("PTX") in the Company was reduced from approximately 50.73% to approximately 48.02%, the Company ceased to be a subsidiary of PTX, and Green Canada Corporation will henceforth issue its own press releases independently of PTX.

The Common Shares issued pursuant to the closing of the Second Tranche are subject to a statutory hold period of four months and one day after the later of (a) February 4, 2026, and (b) the date the Company became a reporting issuer in any province or territory. The net proceeds of the Private Placement are expected to be used for general working capital and corporate purposes.

GCC Shareholders Meeting

In connection with the previously announced reverse take-over of MAACKK Capital Corp. ("MAACKK") by the shareholders of GCC (the "Proposed RTO"), the Company has scheduled a special meeting of shareholders ("GCC Meeting") on February 26, 2026 at Suite 635, Bay Adelaide Centre, 333 Bay Street, Toronto, Ontario, at 1:00 p.m. (ET) to: (a) approve the business combination agreement and the amalgamation agreement in connection with the Proposed RTO; (b) approve and confirm all corporate actions of the Company since its incorporation that require shareholders' approval; and (c) transact such other business as may properly come before the GCC Meeting.

MAACKK Shareholders Meeting

In connection with the Proposed RTO, MAACKK has scheduled an annual general and special meeting of its shareholders ("MAACKK Meeting") on February 26, 2026 at DD West LLP, 2300, 520 - 5 Avenue SW, Calgary, Alberta, Canada T2P 3R7, at 11:00 a.m. (MT) to, among other things: (a) approve the continuance of MAACKK from the Province of Alberta into the Province of Ontario; (b) approve the consolidation of all of the issued and outstanding common shares of MAACKK on a 6.25 to 1 basis; (c) approve the name change from "MAACKK Capital Corp." to "Green Canada Uranium Corp."; (d) elect Richard Mazur, Greg Ferron, Olivier Crottaz, Jean-David Moore and Peter Cheung as the directors of the resulting issuer of the Proposed RTO (the "Resulting Issuer"); (e) approve new by-laws for the Resulting Issuer; (f) approve a new omnibus plan for the Resulting Issuer; (g) approve the appointment of Baker Tilly WM LLP as the new auditors of the Resulting Issuer; (h) approve and confirm all corporate actions of MAACKK since May 14, 2021 that require shareholders' approval; and (i) transact such further or other business as may properly come before the MAACKK Meeting, each of the foregoing to take effect upon the closing of the Proposed RTO.

About Green Canada Corporation

GCC has assembled a diverse set of Canadian based uranium mineral properties focused on unconformity-style uranium deposits in the Athabasca Basin of Saskatchewan, the Baker and Amer Basins in Nunavut and the Otish Basin in Quebec. The flagship Marshall Project to be acquired by GCC from Basin Energy Limited in connection with the Proposed RTO and the adjacent North Millennium project areas are situated 11 km west of Cameco's 69.9% owned Millennium deposit and 20 km southwest of CanAlaska's Pike zone discovery on the West McArthur project in the Athabasca Basin of northern Saskatchewan the second largest production centre for uranium globally.

About PTX Metals Inc.

PTX is a minerals exploration company focused on high-quality critical mineral projects, including two flagship projects situated in northern Ontario, a mining jurisdiction renowned for its abundance of mineral resources and investment opportunities. The corporate objective is to advance the exploration programs towards proving the potential of each asset, which includes the W2 Copper Nickel PGE Project and South Timmins Gold Joint Venture Project.

PTX's portfolio of assets offers investors exposure to some of the world's most valuable metals including gold, as well as essential critical minerals for the clean energy transition: copper, PGE, nickel, uranium and rare metals. PTX's portfolio of assts was strategically acquired for their geologically favorable attributes, and proximity to established mining companies. PTX mineral exploration programs are designed by a team of expert geologists with extensive career knowledge gained from their tenure working for global mining companies in northern Ontario and around the world.

PTX is based in Toronto, Canada, with a primary listing on the TSXV under the symbol PTX. The company is also listed in Frankfurt under the symbol 9PX and on the OTCQB in the United States as PANXF.

For additional information on PTX, please visit the Company's website at https://ptxmetals.com/.

For further information on PTX Metals, please contact:

Greg Ferron, President and Chief Executive Officer
Phone: 416-270-5042
Email: gferron@ptxmetals.com

For further information on Green Canada Corporation, please contact:

Rick Mazur
Phone: 778-772-3100
Email: mazur@miradorgold.com

About MAACKK Capital Corp.

MAACKK is an investment company. MAACKK is an unlisted reporting issuer and does not currently own any operating assets.

For further information, please contact:

Peter Cheung, Chief Executive Officer and Chief Financial Officer MAACKK Capital Corp.
Email: peter.cheung@spotlightinvestments.com

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

Disclosure regarding forward-looking statements

This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. "Forward-looking information" includes, but is not limited to, statements with respect to the activities, events or developments that the Company expects or anticipates will or may occur in the future, including the anticipated use of proceeds from the Private Placement. Generally, but not always, forward-looking information and statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or the negative connotation thereof or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will ", "occur" or "be achieved" or the negative connation thereof.

Such forward-looking information and statements are based on numerous assumptions, including among others, that the Company will use the proceeds of the Private Placement as anticipated. Although the assumptions made by the Company in providing forward-looking information or making forward-looking statements are considered reasonable by management at the time, there can be no assurance that such assumptions will prove to be accurate.

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 the Company's plans or expectations include the risk that the Company will not use the proceeds of the Private Placement as anticipated, risks relating to availability of capital and financing, general economic, market or business conditions, regulatory changes, timeliness of government or regulatory approvals and other risks detailed herein and from time to time in the filings made by the Company with securities regulators.

Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information or implied by forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information.

The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise except as otherwise required by applicable securities legislation.

Not for Dissemination in the United States or through U.S. Newswire Services

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/282839

FAQ

What did Green Canada (PANXF) announce about its private placement on February 5, 2026?

The company increased the private placement to $750,000 and issued shares at $0.13 each. According to the company, up to 5,769,231 common shares may be issued under the offering, with the second tranche closing issuing 2,022,500 shares.

How much did Green Canada raise in the second tranche and at what price per share?

Green Canada raised $262,925 in the second tranche by issuing 2,022,500 shares at $0.13 each. According to the company, those shares are subject to a statutory hold period of four months and one day.

How did the private placement affect PTX Metals' ownership of Green Canada (PANXF)?

PTX Metals' stake fell from approximately 50.73% to 48.02%, and Green Canada ceased being a PTX subsidiary. According to the company, Green Canada will henceforth issue its own press releases independently of PTX.

When and why are Green Canada (PANXF) and MAACKK shareholders meeting on February 26, 2026?

Both meetings are scheduled for Feb 26, 2026 to approve a proposed reverse take-over (RTO) and related corporate actions. According to the company, votes will cover amalgamation, share consolidation, name change, director elections, bylaws, and auditor appointment.

What corporate changes will MAACKK shareholders vote on related to the Proposed RTO with Green Canada?

MAACKK shareholders will vote to continue into Ontario, consolidate shares 6.25-to-1, and change name to Green Canada Uranium Corp. According to the company, they will also vote on director elections, by-laws, omnibus plan, and auditor appointment.