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Pacific Booker Minerals Inc. files its annual Form 20-F, detailing its status as a Canadian exploration-stage mining company focused on the Morrison copper-gold project in British Columbia. The report explains that all properties are in the exploration stage and the company has no operating revenue.
Pacific Booker describes repeated setbacks obtaining an Environmental Assessment Certificate for Morrison, including a 2022 provincial refusal and the need for Lake Babine Nation support before any redesigned project can proceed. As of January 31, 2026, 16,816,969 common shares were outstanding and the company reported a deficit of CDN$77,905,247.
The filing outlines significant risk factors such as permitting challenges, financing needs, exploration risk, environmental obligations, and potential PFIC tax treatment for U.S. holders. It also recounts an unsolicited, all-share hostile takeover bid by American Eagle Gold that was later terminated, and a concurrent strategic review and planned private placement of up to CDN$4,000,001 to support technical and strategic work on Morrison.
American Eagle Gold Corp. has terminated its take-over bid for Pacific Booker Minerals Inc., effective immediately and in accordance with the offer and take-over bid circular dated April 14, 2026. No Pacific Booker shares will be taken up under the Offer and deposited shares will be returned to shareholders.
The Company says it remains focused on its 55,000‑metre drill program at the 100%‑owned NAK project and notes it holds over $55 million in treasury and counts strategic investors including Teck Resources, South32, Eric Sprott and Ore Group.
Pacific Booker Minerals has issued a directors’ circular unanimously urging shareholders to reject American Eagle Gold’s unsolicited hostile bid. The offer proposes 1.41 American Eagle shares per Pacific Booker share, implying about $1.551 per share based on American Eagle’s April 28, 2026 TSXV closing price.
The Board, following a Special Committee of independent directors and external advisors, believes the Morrison copper‑gold‑molybdenum project is worth significantly more. They note resources of over two billion pounds of copper and over two million ounces of gold and say the bid values copper at roughly US$0.01 per pound, far below peer and transaction ranges. The circular also highlights American Eagle’s pre‑revenue, exploration‑stage status and a $7.3 million net loss for the nine months ended September 30, 2025 as added risk to accepting share consideration.
The Board states it is actively pursuing strategic alternatives, including potential superior transactions and standalone options, and recommends shareholders take no action and, if already tendered, withdraw their shares through brokers or the information agent.