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Basin Uranium Corp. M&A Activity 2025

Oct 9, 2025

47954_rns_2025-10-08_33a01c02-8742-47e9-90ab-45ad26492062.pdf

M&A Activity

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NOTICE OF CHANGE IN CORPORATE STRUCTURE

Pursuant to Section 4.9 of National Instrument 51-102 – Continuous Disclosure Obligations

  1. Names of the parties to the transaction

Nexus Uranium Corp. (“Nexus”), Basin Uranium Corp. (“Basin”) and Blade Resources Inc. (“Blade”).

  1. Description of the transaction

On September 16, 2025, Nexus acquired all of the issued and outstanding common shares of Basin by way of a plan of arrangement pursuant under Section 288 of the Business Corporations Act (British Columbia) (the “Transaction”).

Pursuant to the Transaction, Nexus issued an aggregate of 29,999,982 common shares to former shareholders of Basin on a pro rata basis, such that former shareholders of Basin received approximately 1.1 common shares of Nexus for every 1 common share of Basin held by such holder (the “Exchange Ratio”).

All warrants to purchase common shares of Basin (the “Basin Warrants”) that were outstanding at the effective time of the arrangement were adjusted in accordance with their terms and now entitle the holder thereof, upon exercise of such warrant, to purchase common shares of Nexus, in such amount and at an exercise price as adjusted for the Exchange Ratio. All other terms and conditions of the Basin Warrants are unchanged.

All options to purchase common shares of Basin that were outstanding at the effective time of the arrangement were exchanged for options granted by Nexus pursuant to the Nexus omnibus equity incentive plan, and the exercise price and number of shares adjusted in accordance with the Exchange Ratio.

Additionally, as part of the Transaction, pursuant to separate spin-out transaction and transfer agreements, both Basin and Nexus transferred certain of their properties (being the Napoleon project and Yukon gold claims in the case of Nexus, and the CHG gold project in the case of Basin), to Basin’s wholly-owned subsidiary, Blade. Prior to the effective time of the arrangement, Blade issued Nexus 2,000,000 common shares (“SpinCo Shares”) as consideration for the assets transferred by Nexus to Blade. At the effective time of the arrangement, former Basin shareholders received 2,999,984 SpinCo Shares, on the basis of approximately 0.11 of a SpinCo Share for every Basin share held, as consideration for Basin’s spin-out assets. Nexus intends to seek a listing of the SpinCo Shares on a Canadian stock exchange.

The Transaction was approved by the former shareholders of Basin at a special meeting of shareholders held on September 4, 2025, and by order of the British Columbia Supreme Court on September 9, 2025.

The common shares of Basin were delisted from the Canadian Securities Exchange effective as of the close of trading on September 16, 2025, and an application has been filed for Basin to cease to be a reporting issuer.


  1. Effective Date of the transaction

September 16, 2025

  1. The Name of each party, if any, that ceased to be a reporting issuer after the transaction and of each continuing entity

Basin has applied for an order deeming it to cease to be a reporting issuer in British Columbia, Alberta, and Ontario. On receipt of such order, Basin will no longer be a reporting issuer in any jurisdiction.

Nexus continues to be a reporting issuer under the securities legislation of Alberta, British Columbia, and Ontario. By virtue of the Transaction, Blade is a reporting issuer under the securities legislation of Alberta, British Columbia, and Ontario.

  1. Date of the reporting issuer’s first financial year-end subsequent to the transaction

Not applicable.

  1. The periods, including the comparative periods, if any, of the interim financial reports and the annual financial statements required to be filed for the reporting issuer’s first financial year after the transaction, if applicable

Not applicable.

  1. Documents filed under NI 51-102 that describe the transaction and where those documents can be found in electronic format

For further information regarding the Transaction, see the arrangement agreement dated July 26, 2025, Basin management information circular dated August 1, 2025, and news releases dated June 26, 2025 and September 16, 2025, all of which are available under Basin’s profile SEDAR+ at www.sedarplus.ca

Date: October 8, 2025