Themac Resources Urges Shareholders to Vote Before Special Meeting

10/02/2025 – 11:35 PM

Vancouver, British Columbia – THEMAC Resources Group Limited (TSXV: MAC) is actively communicating with its shareholders ahead of a crucial vote concerning a proposed arrangement with Tulla Resources Group Pty. Ltd. The primary objective is to secure shareholder approval for Tulla to acquire all remaining common shares of THEMAC at $0.08 per share, a transaction structured under the Yukon Business Corporations Act. The move could mark a significant shift in the company’s ownership structure. Beyond the financial implications, the arrangement highlights the strategic interest Tulla sees in THEMAC’s assets and operations. The deal comes at a time of flux in the resource sector, where consolidation and strategic acquisitions are increasingly common as companies seek to optimize operations and secure resources.

The Board’s unanimous recommendation, bolstered by the influential endorsement from ISS, suggests a strong conviction among THEMAC’s leadership that the arrangement is indeed the best course of action for the company and its shareholders. However, some board members have abstained from voting to demonstrate impartiality.

The upcoming special meeting offers a key moment for shareholders to weigh in on the proposed buyout. The offer represents an immediate cash payout that some shareholders may find attractive, especially in the face of current economic uncertainty. However, others may prefer to hold onto their shares, betting on a future increase in THEMAC’s value. The Canada Post strike could impact retail investors who rely on traditional mail for voting. That combined with the proxy deadline intensifies the pressure on shareholders to act promptly, particularly given the recommendation for online or telephone voting. The deal’s potential implications for the company’s future are significant as Tulla plans to move forward.

The meeting is scheduled for Tuesday, October 7, 2025, at 9:00 a.m. Pacific Time at 1500 – 1055 West Georgia Street, Vancouver, British Columbia, Canada, V6E 4N7. Detailed information regarding participation and voting procedures are available in the information circular sent to Shareholders and accessible on the Company’s website and SEDAR+ profile. The proxy voting deadline is 9:00 a.m. (Pacific Time) on October 3, 2025.

THEMAC Resources is strongly advising shareholders to vote electronically where possible, keeping in mind the logistical issues caused by the ongoing Canada Post strike. This situation is forcing companies to adapt and use digital options, which highlights a broader trend in corporate communications. Also, registered Shareholders who need to deposit physical documents are advised to use courier services or hand delivery to Computershare Investor Services Inc. in Toronto.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this news release constitute forward-looking information. Such statements are based on the current expectations of management of THEMAC. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause actual results, future circumstances or events to differ materially from those projected in the forward-looking information. The forward-looking information is based on certain assumptions, which could change materially in the future, including the assumption that the Company is able to effect the privatization using the proposed method, the Company is able to obtain the necessary regulatory and shareholder approvals, the parties are able to satisfy or waive, if waiver is possible, the conditions to completing the transaction. Such statements and information reflect the current view of the Company with respect to risks and uncertainties that may cause actual results to differ materially from those contemplated in those forward-looking statements and information. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the risk that the necessary regulatory and shareholder approvals are not obtained, the conditions to completing the transaction may not be met, or the transaction may be terminated or renegotiated on different terms. When relying on the Company’s forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The Company has assumed a certain progression, which may not be realized. It has also assumed that the material factors referred to above will not cause such forward-looking statements and information to differ materially from actual results or events. However, the list of these factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors.

THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS NEWS RELEASE REPRESENTS THE EXPECTATIONS OF THE COMPANY AS OF THE DATE OF THIS NEWS RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE THE COMPANY MAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE SECURITIES LEGISLATION.

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