Vancouver, British Columbia–(Newsfile Corp. – June 18, 2026) – Antler Hill Mining Ltd. (TSXV: AHM.H) (the “Corporation” or “Antler Hill”) is pleased to announce, further to its news release dated November 20, 2025, that the Corporation has entered into a definitive amalgamation agreement (the “Agreement“) dated June 18, 2026, pursuant to which the Corporation has agreed to acquire all of the issued and outstanding securities of Olympic Metals Ltd. (“Olympic“) (the “Transaction“). The Transaction will, on closing, constitute the qualifying transaction of Antler Hill under the policies of the TSX Venture Exchange (“TSXV“). On closing of the Transaction, the resulting listed company (the “Resulting Issuer“) will be a mining issuer operating under the name of Olympic Metals Ltd. and trading under the symbol “OPM”.
ABOUT OLYMPIC
Olympic is a copper development company incorporated under the laws of British Columbia and focused on advancing its Pukaqaqa Copper Project located in Huancavelica, Peru (“Pukaqaqa“). Pukaqaqa, which was acquired by Olympic by way of a share exchange agreement in 2024 had been permitted for construction in 2015, hosts a copper deposit which Olympic aims to begin the re-permitting process immediately.
ABOUT THE CORPORATION
Antler Hill Ltd. is a capital pool company (a “CPC“) that has not commenced commercial operations and has no assets other than cash. Except as specifically contemplated in the TSXV’s CPC Policy, until the completion of its qualifying transaction, the Corporation will not carry on business, other than the identification and evaluation of businesses or assets with a view to completing a proposed qualifying transaction.
ABOUT THE TRANSACTION
Pursuant to the terms of the Transaction, the Corporation will acquire all of the issued and outstanding securities of Olympic (the “Olympic Shares“) in exchange for common shares of the Resulting Issuer (the “Consideration Shares“) on the basis of one Consideration Share for each Olympic Share. As of the date of this news release, Olympic shareholders will receive 26,840,754 Consideration Shares based upon the current issued and outstanding Olympic Shares.
The Transaction is structured as a three-cornered amalgamation under the laws of British Columbia, whereby on closing, a subsidiary of Antler Hill will amalgamate with Olympic, with the resulting amalgamated company to continue as a subsidiary of the Resulting Issuer.
Certain Consideration Shares to be issued to the current holders of the Olympic Shares pursuant to the Transaction will be subject to resale or escrow restrictions under the policies of the TSXV, including the securities to be issued to Principals (as defined under the TSXV policies), which will be subject to the escrow requirements of the TSXV.
The Transaction is considered a Non-Arm’s Length Transaction under the TSXV policies and certain directors and officers of the Corporation and Olympic are deemed to be Non-Arm’s Length Parties to the Transaction due to their position as a director and/or officer of the Corporation and their interest and/or position as a director and/or officer of Olympic. As such, it is anticipated that the Transaction will be subject to Majority of the Minority Approval, as defined in the TSXV Policies by the shareholders of Antler Hill.
The Transaction remains subject to customary conditions of closing, including the following: there being no material adverse changes in respect of either Antler Hill or Olympic; the parties obtaining all necessary consents, orders, regulatory and shareholder approvals, including the conditional approval of the TSXV; completion of the Name Change (as defined below); the Consolidation (as defined below); the Financing (as defined below) and all other standard conditions of closing for a transaction in the nature of the Transaction.
FINANCING
Prior to the completion of the Transaction, the Corporation intends to complete a private placement financing for aggregate gross proceeds of at least $20,000,000 (the “Financing“). Finder’s fees or commission may be paid in connection with the Transaction and Financing. Additional details of the Financing will be included in the Filing Statement (as defined below) and in additional news releases.
CONSOLIDATION
Prior to completion of the Transaction, the Corporation proposes to effect a consolidation of the issued and outstanding common share of the Corporation (each an “Antler Hill Share“) on the basis of one (1) “new” Antler Hill Share for every four (4) “old” Antler Hill Shares issued and outstanding (the “Consolidation“).
NAME CHANGE
Prior to the closing of the Transaction, the Corporation proposes to effect a name change to “Olympic Metals Ltd.” (the “Name Change“)
DIRECTORS AND OFFICERS
On closing of the Transaction, it is anticipated that the board of directors of the Resulting Issuer will be comprised of six directors being Aneel Waraich, Karim Nasr, Rajan Rai, Matthew Wood, Randall Thompson and Akshay Dubey. The management of the Company following closing will consist of Aneel Waraich as Chief Executive Officer and Doug Jamieson as acting Chief Financial Officer and Corporate Secretary.
A summary of the backgrounds of Messrs Waraich, Nasr, Rai, Wood, Thompson, Dubey and Jamieson are provided below.
Between now and listing Olympic expects to add additional Board and executive team members from Peru.
Aneel Waraich – Chairman and CEO
Mr. Waraich is co-founder and formerly a Director and Executive Vice-President of Steppe Gold Ltd, a TSX-listed Mongolian gold producer. A Canadian citizen, Mr. Waraich, is a mining executive and entrepreneur with more than 20 years of progressive experience in financial services, capital markets and the resource sector. Mr. Waraich is Founder and Managing Partner of ATMA Capital Markets. Mr. Waraich received an MBA from the Goodman Institute of Investment Management, at the John Molson School of Business.
Karim Nasr – Director
Karim-Michel Nasr is a mining investment executive, corporate finance leader and public company board director with a track record across mining investment, M&A, restructurings and capital markets. He has managed over $1.4 billion of mining capital at peak, invested $620 million across early-stage mining companies, monetized more than $1 billion of mining investments, and helped deliver portfolio returns exceeding 25% p.a. over less than four years.
He has served as CEO and Managing Partner of La Mancha Holding / La Mancha Resource Capital and as Equity Partner and CIO of G Mining Capital, where he focused on disciplined mine development, construction-stage opportunities, strategic ownership and long-term capital formation. Earlier in his career, Karim built deep corporate finance expertise, leading and closing more than $100 billion of M&A, financings and restructurings, including 40 M&A transactions and over $40 billion of financings in complex cross-border situations.
His public boards experience includes Greenheart Gold, G Mining Ventures, Horizonte Minerals, Golden Star Resources and Elemental Altus Royalties, with committee experience spanning audit and ESG oversight. He brings board-level judgment in capital allocation, strategic transactions, risk management, governance and stakeholder stewardship, including crisis leadership through Horizonte Minerals’ restructuring process.
Rajan Rai – Director and EVP
Mr. Rai is a seasoned capital markets professional having 20 years of experience with a focus on natural resource companies. A Canadian citizen, Mr. Rai began his career as a stockbroker at Georgia Pacific Securities (now Echelon Wealth Partners) eventually becoming a partner at the firm. While at Georgia Pacific he financed numerous companies in the natural resource and technology sectors. Mr. Rai transitioned to work directly with issuers and has held numerous positions in the industry ranging from investor relations to corporate development. Mr. Rai currently advises companies on go-public transactions, M&A opportunities in addition to capital raising.
Matthew Wood – Director
Mr. Wood is co-founder and former Executive Chairman of Steppe Gold Ltd., a TSX-listed Mongolian gold producer. An Australian citizen, Mr. Wood is a mineral resource explorer and developer with nearly three decades of global experience in mining and global commodities. He has held numerous executive positions in the mining industry.
Mr. Wood has an Honours Degree in Geology from the University of New South Wales and a Graduate Certificate in Mineral Economics from the Western Australian School of Mines. He is a member of the Australasian Institute of Mining and Metallurgy (AusIMM). Recently, Mr. Wood was awarded the Order of the Polar Star the highest, state honour that can be awarded to a non-citizen of Mongolia.
Randall Thompson – Director
Mr. Thompson is currently COO at Imperial Metals where he was Mine GM at the Red Chris Mine in 2018-2019. Mr. Thompson has worked previously with Huckleberry Mines, Sherwood Copper, JDS Silver and Equinox Minerals where he was Project Director at the Jabal Sayid Mine.
Akshay Dubey – Director
Mr. Dubey is currently CEO and Executive Director of CVW Sustainable Royalties and has over 13 years of experience originating and structuring investments in the natural resource space including within the oil and gas, mining and metals, agriculture, and timberland industries. Prior to joining CVW, Mr. Dubey reported directly to the Board of Directors of BaseCore Metals LP which he led since its inception in 2017 till its sale in July 2022. At BaseCore his focus included originating and executing additional stream and royalty investments in the base metals sector, along with managing the company’s portfolio of assets.
Previous to BaseCore, Mr. Dubey was a Principal within the Natural Resources team at Ontario Teachers’ Pension Plan Board. Mr. Dubey started his career working for CIBC in their investment banking division within the mining group based in Toronto, Canada and holds a Bachelor of Business Administration (Hons.) from the Schulich School of Business at York University
Doug Jamieson – CFO
Doug Jamieson is an executive with sixteen years of experience leading the finance function at a public company, completing over 25 acquisitions, and raising billions of dollars of debt and equity capital while Chief Financial Officer at CI Financial Corp, where he also held the position of President of CI Global Asset Management.
Prior to his twenty-five-year career at CI, he previously held positions at Canada Life as a US Corporate Bond Analyst and Trader, and at BDO Dunwoody as staff accountant. Doug is a CPA and holds an MBA from Ivey School of Business and a MAcc from the University of Waterloo.
FILING STATEMENT
In connection with the Transaction and pursuant to the requirements of the TSXV, Antler Hill will file a filing statement on its issuer profile on SEDAR+ (www.sedarplus.ca), which will contain details regarding the Transaction, Antler Hill, Olympic, the Financing, the Consolidation, the Name Change and the Resulting Issuer (the “Filing Statement“).
TRADING HALT
In accordance with TSXV policies, the Antler Hill Shares are currently halted from trading and will remain so until certain documentation required by the TSXV for the Transaction can be provided to the TSXV.
For further information, please contact:
ANTLER HILL MINING LTD.
Ali Haji
Director
T: +16478714571
Email: ali@atmacapitalmarkets.com
Web: www.antlerhillmining.com
Forward-Looking Information Cautionary Statement
Statements in this press release regarding the Corporation’s business which are not historical facts are “forward-looking statements” that involve risks and uncertainties, such as the terms and completion of the Transaction, the Consolidation, the Name Change, the Financing and the satisfaction of all necessary conditions to complete the Transaction including the approval of the TSXV.
Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. Actual results in each case could differ materially from those currently anticipated in such statements. Forward-looking statements are often identified by words such as “anticipate,” “believe,” “expect,” “intend,” “estimate,” “plan,” “may,” “will,” “should,” “potential,” and similar expressions, or statements that events or conditions “may” or “will” occur. The forward-looking statements and circumstances discussed in this press release including Olympic’s plans for advancing the Pukaqaqa, the completion of the Consolidation, the completion of the Name Change, the issuance of the Consideration Shares as part of Transaction, the trading halt for the Antler Hill Shares, the directors and management of the Resulting Issuer, the completion of the Financing on the terms described herein, the filing of the Filing Statement and dissemination of additional news releases related to the Financing and the Transaction, the completion of the Transaction, the satisfaction of conditions to closing and the expected regulatory, shareholder and stock exchange approvals. No forward-looking statement can be guaranteed. Forward-looking statements speak only as of the date on which they are made and, except as required by applicable securities laws, the Corporation and Olympic undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
Completion of the Transaction is subject to a number of conditions including but not limited to, TSXV acceptance and if applicable pursuant to TSXV requirements, Majority of the Minority Shareholder Approval. Where applicable, the Transaction cannot close until the required shareholder approvals, and any ancillary matters thereto, are obtained. There can be no assurance that the Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.
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 news release.
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