Author: GlobeNewswire

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BASE SHELF PROSPECTUS IS ACCESSIBLE, AND FINAL PROSPECTUS SUPPLEMENT WILL BE ACCESSIBLE WITHIN TWO BUSINESS DAYS, ON SEDAR+ AND ON EDGAR

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TORONTO, Dec. 06, 2024 (GLOBE NEWSWIRE) — Profound Medical Corp. (TSX: PRN; NASDAQ: PROF) (“Profound” or the “Company”) today announced the pricing of an underwritten public offering (the “Offering”) of 4,666,700 common shares (the “Common Shares”) at a public offering price of US$7.50 per Common Share. The gross proceeds of the Offering to Profound, before deducting the underwriting discounts and commissions and other offering expenses payable by Profound, are expected to be approximately US$35 million. In addition, Profound has granted the underwriters a 30-day option to purchase up to an additional 700,005 Common Shares at the public offering price, less underwriting discounts and commissions. All of the securities in the Offering are being offered by Profound.

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The net proceeds of the Offering are expected to be used: (i) to fund the continued commercialization of the TULSA-PRO® system in the United States, (ii) to fund the continued development and commercialization of the TULSA-PRO® system and the Sonalleve® system globally, and (iii) for working capital and general corporate purposes.

Raymond James Ltd. and Lake Street Capital Markets are acting as co-lead underwriters and joint bookrunners, for the Offering. Titan Partners Group, a division of American Capital Partners, is acting as lead manager for the Offering. Stifel, Nicolaus & Company, Incorporated acted as an advisor to the Company. The Offering will take place in each of the provinces and territories of Canada, except the province of Québec, and in the United States.

The Offering is expected to close on or about December 10, 2024, subject to customary closing conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Toronto Stock Exchange. Profound will notify the Nasdaq Capital Market in accordance with the rules of that exchange.

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In connection with the Offering, the Company is filing a final prospectus supplement (the “Final Prospectus Supplement”) to its short form base shelf prospectus dated July 10, 2024 (the “Base Shelf Prospectus”) in each of the provinces and territories of Canada relating to the proposed Offering. The Final Prospectus Supplement is also being filed in the United States with the U.S. Securities and Exchange Commission (the “SEC”) as part of the Company’s effective registration statement on Form F-10 (File no. 333-280236), as amended, previously filed under the multijurisdictional disclosure system adopted by the United States. A preliminary prospectus supplement relating to the Offering was filed in each of the provinces and territories of Canada and in the United States with the SEC on December 5, 2024.

Access to the Base Shelf Prospectus, the Final Prospectus Supplement, and any amendments to the documents will be provided in accordance with securities legislation relating to procedures for providing access to a shelf prospectus supplement, a base shelf prospectus and any amendment. The Base Shelf Prospectus is, and the Final Prospectus Supplement will be (within two business days of the date hereof), accessible on SEDAR+ at www.sedarplus.com and on EDGAR at www.sec.gov. The Common Shares are offered under the Final Prospectus Supplement. An electronic or paper copy of the Base Shelf Prospectus, the Final Prospectus Supplement, and any amendment to the documents may be obtained without charge, from Raymond James Ltd., Scotia Plaza, 40 King St. W., 54th Floor, Toronto, Ontario M5H 3Y2, Canada, or by telephone at 416-777-7000 or by email at ECM-Syndication@raymondjames.ca by providing the contact with an email address or address, as applicable. Copies of the Final Prospectus Supplement and the Base Shelf Prospectus will be available on EDGAR at www.sec.gov or may be obtained without charge from Raymond James & Associates, Inc., Attention: Equity Syndicate, 880 Carillon Parkway, St. Petersburg, Florida 33716, by telephone at (800) 248-8863, or by email at prospectus@raymondjames.com, and from Lake Street Capital Markets, LLC, 920 2nd Ave S – Ste 700, Minneapolis, MN 55402, prospectus@lakestreetcm.com, (612) 326-1305. The Base Shelf Prospectus and Final Prospectus Supplement contain important, detailed information about the Company and the Offering. Prospective investors should read the Base Shelf Prospectus and Final Prospectus Supplement before making an investment decision.

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No securities regulatory authority has either approved or disapproved of the contents of this news release. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any province, territory, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, territory, state or jurisdiction.

About Profound Medical Corp.

Profound is a commercial-stage medical device company that develops and markets customizable, incision-free therapies for the ablation of diseased tissue.

Profound is commercializing TULSA-PRO®, a technology that combines real-time MRI, robotically-driven transurethral ultrasound and closed-loop temperature feedback control. Profound is also commercializing Sonalleve®, an innovative therapeutic platform that is CE marked for the treatment of uterine fibroids and palliative pain treatment of bone metastases.

Forward-Looking Statements

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This release includes forward-looking statements regarding Profound and its business which may include, but is not limited to, the Offering, including the Offering’s closing, over-allotment option, and use of proceeds; and the expectations regarding the efficacy and commercialization of Profound’s technology. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “is expected”, “expects”, “scheduled”, “intends”, “contemplates”, “anticipates”, “believes”, “proposes” or variations (including negative variations) of such words and phrases, or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such statements are based on the current expectations of the management of Profound. The forward-looking events and circumstances discussed in this release, may not occur by certain specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting the Company, including risks regarding the medical device industry, regulatory approvals, reimbursement, economic factors, the equity markets generally and risks associated with growth and competition. Although Profound has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking statement can be guaranteed. Additional information about the risks and uncertainties of forward-looking statements and the assumptions upon which they are based is contained in the Company’s filings with securities regulators, which are available electronically through SEDAR+ at www.sedarplus.com and EDGAR at www.sec.gov. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Profound undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, other than as required by law.

For further information, please contact:

Stephen Kilmer
Investor Relations
skilmer@profoundmedical.com
T: 647.872.4849

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TORONTO, Dec. 06, 2024 (GLOBE NEWSWIRE) — Real Estate Split Corp. (“Real Estate Split”) (TSX: RS, TSX: RS.PR.A) is pleased to announce the successful completion of the previously announced merger with Middlefield Global Real Asset Fund (“Real Asset”) (TSX: RA.UN), resulting in Real Estate Split being the continuing fund. Each Real Asset unit has been automatically exchanged into 0.36409573 units of Real Estate Split (each Unit comprised of one Preferred Share and one Class A Share of Real Estate Split Corp.). This exchange ratio was based on the net asset value per unit of Real Asset as of the close of business on December 5, 2024, divided by the net asset value per Unit of Real Estate Split Corp. Approximately 1,054,761 Preferred Shares and 1,054,761 Class A shares of Real Estate Split were issued in connection with the merger. Real Asset units were delisted from the TSX at the end of business on December 5th. Unitholders of Real Asset do not need to take any actions to receive their Preferred Shares and Class A Shares of Real Estate Split.

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The Merger was not effected on a tax-deferred roll-over basis and, as such, will be considered a taxable event for investors that may result in capital losses or gains becoming realized. All costs of the mergers were paid by the manager, Middlefield Limited.

Former unitholders of Real Asset who wish to participate in the voluntary Distribution Reinvestment Plan (the “DRIP”) of Real Estate Split Class A shares will need to contact their advisor to enroll in the Real Estate Split’s DRIP.

The investment objectives of Real Estate Split Corp. are to provide:

Holders of Class A shares with:

1. non-cumulative monthly cash distributions; and
2. the opportunity for capital appreciation through exposure to Real Estate Split Corp’s portfolio; and

Holders of Preferred shares with:

1. fixed cumulative preferential quarterly cash distributions; and
2. a return of the original issue price of $10.00 to holders upon maturity.

Real Estate Split Corp. is focused on traditional property types like industrial, multi-family, senior housing, and retail that Middlefield Capital Corporation, the investment advisor of Real Asset and Real Estate Split Corp (the “Advisor”), believes are well-positioned to benefit from growing demand and constrained real estate supply, as well as emerging property types like data centres, U.S. cell towers, and life science labs that represent an increasing share of the real estate market. Real Estate Split Corp. employs a tactical asset allocation strategy in order to seek the best combination of capital appreciation potential and income and will actively adjust the Portfolio’s asset allocation across sectors/themes based upon the Advisor’s outlook.

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For further information, please visit our website at www.middlefield.com or contact Nancy Tham in our Sales and Marketing Department at 1.888.890.1868.

Commissions, trailing commissions, management fees and expenses all may be associated with owning units of an investment fund or ETF investments. Please read the prospectus and publicly filed documents before investing. You will usually pay brokerage fees to your dealer if you purchase or sell units of an investment fund on the Toronto Stock Exchange or alternative Canadian trading platform (an “exchange”). If the units are purchased or sold on an exchange, investors may pay more than the current net asset value when buying units of an investment fund and may receive less than the current net asset value when selling them. There are ongoing fees and expenses associated with owning units of an investment fund. An investment fund must prepare disclosure documents that contain key information about Real Asset. You can find more detailed information about Real Asset in the public filings available at www.sedar.com. The indicated rates of return are the historical annual compounded total returns including changes in unit value and reinvestment of all distributions and do not take into account: certain fees such as sales fees, redemption fees, distributions or optional charges or income taxes payable by any securityholder that would have reduced returns. Investment funds and ETFs are not guaranteed, their values change frequently and past performance may not be repeated.

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Certain statements in this press release may be viewed as forward-looking statements. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, intentions, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects”, “is expected”, “anticipates”, “plans”, “estimates” or “intends” (or negative or grammatical variations thereof), or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved) are not statements of historical fact and may be forward-looking statements. Statements which may constitute forward-looking statements relate to: the proposed timing of the Merger and completion thereof; the benefits of the Merger; the holding of the Real Asset meeting; and the reduction in management fees. Forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward-looking statements including as a result of changes in the general economic and political environment, changes in applicable legislation, and the performance of each fund. There are no assurances the Manager, the Advisor, Real Asset or Real Estate Split Corp. can fulfill such forward-looking statements and undertake no obligation to update such statements. Such forward-looking statements are only predictions; actual events or results may differ materially as a result of risks facing one or more of the Manager, the Advisor, Real Asset or Real Estate Split Corp., many of which are beyond the control of the Manager, the Advisor, Real Asset or Real Estate Split Corp.

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– Citytv+ stacks its lineup with new and returning series from Animal Planet, Cooking Channel, Discovery, Discovery Science, Food Network, HGTV, Investigation Discovery (ID), Magnolia Network, MotorTrend, OWN, and more –

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TORONTO, Dec. 05, 2024 (GLOBE NEWSWIRE) — Starting January 1, Canadians can continue watching their favourite shows with new seasons and series exclusively on Discovery, HGTV, Food Network, and more. Rogers is the new home to these iconic lifestyle brands and beloved content including titles such as Homestead Rescue (Discovery), Celebrity IOU with Drew and Jonathan Scott (HGTV), Diners, Drive-Ins, and Dives with Guy Fieri (Food Network), Signs of a Psychopath (ID), and Maine Cabin Masters (Magnolia Network).

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“Through Rogers and Rogers Sports & Media, Canadians won’t miss a beat when it comes to watching new episodes from returning hit series and new titles from North America’s biggest home renovation and culinary stars. We continue to work with all distribution partners to ensure viewers can watch this top-rated content where and when they want,” said Colette Watson, President, Rogers Sports & Media.

Building on the exciting slate of hit content from Bravo, Citytv, FX, and FXX, Citytv+ adds thousands of hours of new and returning shows from Discovery, HGTV, Food Network, OWN, Cooking Channel, Animal Planet, Discovery Science, MotorTrend, and more.

Discovery will feature new seasons of off-the-grid living with Homestead Rescue, exploring the unknown in Expedition X, high-stakes underdogs in Hustlers Gamblers Crooks, bootleg legends in Moonshiners, the ultimate booze-making competition Moonshiners: Master Distiller, and all-new series Expedition Files and The Last Woodsman, beginning this January. That’s not all! Discovery will air repeat seasons of Caught, Gold Rush, Big Little Brawlers, and Outback Opal Hunters, plus special events such as Shark Week and Puppy Bowl.

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Beginning this January, HGTV will have new seasons of star-studded transformations on Celebrity IOU with Drew and Jonathan Scott, property pursuits with House Hunters, Home Town with Erin and Ben Napier, heritage home renovation series Fixer to Fabulous, and over-the-top house hunting with My Lottery Dream Home, plus Married to Real Estate, Zillow Gone Wild, and Help! I Wrecked My House. Additionally, the channel will have repeat seasons from HGTV’s slate of home improvement programming including Why The Heck Did I Buy This House?, Rico to the Rescue, and Battle on the Mountain.

The Food Network, connecting viewers to the power and joy of food, will feature all-new seasons of competition series Chopped, Kids Baking Championship, Wildcard Kitchen, and Spring Baking Championship, sizzling showdowns with Beat Bobby Flay, plus Guy Fieri’s Diners, Drive-Ins, and Dives and Guy’s Grocery Games to round out the schedule.

ID offers a slate chock-full of harrowing crimes, in-depth investigations, and powerful true stories with all-new seasons of Signs of a Psychopath, Very Scary People, Murder Under the Friday Night Lights, Death by Fame, Body Cam: On The Scene, and Evil Lives Here, plus past seasons of Real Time Crime.

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Premiering on the Magnolia Network this January are new seasons of Maine Cabin Masters, Building Outside The Lines, and In With The Old, plus past seasons of Beachfront Bargain Hunt Renovations and Barnwood Builders to complete the schedule. 

About Rogers Communications Inc. 
Rogers is Canada’s leading communications and entertainment company and its shares are publicly traded on the Toronto Stock Exchange (TSX: RCI.A and RCI.B) and on the New York Stock Exchange (NYSE: RCI). For more information, please visit rogers.com or investors.rogers.com. 

Media Contact
Discovery/HGTV/Food Network/ID/Magnolia Network:

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TORONTO, Dec. 05, 2024 (GLOBE NEWSWIRE) — ABERDEEN INTERNATIONAL INC. (“Aberdeen” or the “Company”) (TSX: AAB F:A8H, OTC:AABVF) is pleased to announce the appointment of Dev Shetty as Chief Executive Officer of the Company and as Executive Chairman of the Company’s board of directors (the “Board”), effective immediately. Mr. Shetty’s appointment follows Mr. Fred Leigh’s resignation as Chief Executive Officer of the Company, though Mr. Leigh will remain on the Board.

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The appointment of Mr. Shetty is part of the Board’s strategy to revamp the Company’s investment strategy and to establish a new investment platform focused on identifying and acquiring assets in energy transition metals, precious metals, base metals, and gemstones. As part of this new strategy, Mr. Shetty intends to onboard an executive team with extensive experience acquiring and managing mining assets.

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Mr. Shetty is a chartered accountant and has extensive experience in private equity, mining, and corporate turnarounds. His expertise includes direct hands-on management of all phases of diverse mining projects and he has a particular expertise in acquiring, and transforming and monetizing mining projects into valuable assets.

In private equity, Mr. Shetty has successfully acquired and revitalized key mining assets, including a manganese and platinum mine in South Africa and an iron ore mine in Australia. As founder and former CEO of Fura Gems Inc. (previously listed on the TSXV Venture Exchange), (“Fura Gems”) he transformed the Fura Gems into the only company with all three major colour gemstones in its portfolio and turned mines in Colombia, Mozambique, and Australia into revenue-generating operations. He is credited with the turnaround of Gemfields Group Limited, where he was instrumental in developing the world’s largest emerald mine in Zambia and the world’s largest ruby deposit in Mozambique. Mr. Shetty joined the Board of Prospect Resources Ltd (“Prospect”) in 2020 and collaborated with the management and board to create a new strategy for the company. In 2022, Prospect announced the sale of its Arcadia Lithium in Zimbabwe at a total valuation of AUD528 million and a 1,500% share price appreciation over 6 years for Prospect shareholders.

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Mr. Shetty commented on his appointment: “I am excited about this appointment, and with my team of mining talent, we look forward to building Aberdeen into a significant force in the mining sector. We are currently evaluating some exciting opportunities where attractive valuations are available, given where the resource sector is positioned. With the talent pool we are building, we will support portfolio companies with the operating talents required to create value for the Company. I want to thank the Board of Aberdeen and Mr. Leigh for this appointment.”

Shares for Debt Settlement

The Company is also pleased to announce that the Company has entered into shares for debt settlement agreements with a service provider of the Company to settle an aggregate amount of approximately C$678,000 of accrued debt obligations and accrued fees owing to such service provider of the Company (the “Debt“) by issuing common shares of the Company (the “Debt Shares“) at a price of C$0.05 per Debt Share for a total of 13,560,000 Debt Shares (the “Debt Settlement“).

The Company believes that the Debt Settlement will strengthen its balance sheet by reducing its liabilities as well as further align the interests of its creditors with the shareholders of the Company. The Debt Settlement is subject to the acceptance of the Toronto Stock Exchange.

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ABOUT ABERDEEN INTERNATIONAL INC.

Aberdeen is a global resource investment company and merchant bank focused on small capitalization companies in the rare metals and renewable energy sectors.

For additional information, please visit our website at www.aberdeen.green

For further information, please contact:

Dev Shetty
Executive Chairman and Chief Executive Officer
Aberdeen International Inc.
Dev.Shetty@aberdeen.green

This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information includes, without limitation, statements regarding the investment portfolio of the Company; the appointment of directors and officers; the Debt Settlement and the Company’s future plans. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including risks inherent in the mining industry and risks described in the public disclosure of the Company which is available under the profile of the Company on SEDAR+ at www.sedarplus.ca and on the Company’s website at www.aberdeen.green. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in 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 such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

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For Repurchase of up to 5% of its outstanding shares over 12 months

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MISSISSAUGA, Ontario, Dec. 05, 2024 (GLOBE NEWSWIRE) — Microbix Biosystems Inc. (TSX: MBX, OTCQX: MBXBF, Microbix®) (“Microbix” or the “Company”), a life sciences innovator, manufacturer, and exporter, announces the initiation of a Normal Course Issuer Bid (“NCIB”) program for the repurchase and cancellation of outstanding common shares.

Specifically, the NCIB enables Microbix to repurchase up to 6,726,560 Common Shares (“Shares“), that number being approximately five percent (5%) of the 134,531,203 Shares outstanding as at November 30, 2024. Repurchases will be made through the facilities of the Toronto Stock Exchange (“TSX”) and alternative trading systems over a 12-month period starting on December 9, 2024 and the NCIB will end on December 8, 2025 or such earlier date as the Company completes its purchases pursuant to the NCIB or provides notice of termination. The actual number of Shares which may be repurchased pursuant to the NCIB will be determined by management under applicable rules and policies.

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The NCIB has been approved by Microbix’s Board of Directors and will be conducted in accordance with the applicable rules and policies of the TSX and Canadian securities laws, including TSX approval of Microbix’s notice of intention to conduct a NCIB. Under the NCIB, Shares may be repurchased in open market transactions on the TSX, or by such other means as may be permitted by the TSX and applicable Canadian securities laws. Microbix will pay the prevailing market price at the time of its Share repurchases.

Pursuant to TSX rules and policies, the maximum number of Shares that may be repurchased in one day via the NCIB will be 12,373, that being 25% of the average daily trading volume (“ADTV”) of the Shares on the TSX for the most recently completed six calendar months. That daily maximum may be exceeded via certain prescribed exceptions, such as periodic block trades. The ADTV on the TSX for six calendar months ended November 30, 2024 is 49,493. Microbix conducted a prior NCIB for the 12-months from December 8, 2023 under which it sought and obtained approval to purchase on TSX and alternative trading systems up to 6,827,518 shares and under which it repurchased a total of 4,013,317 shares (2.94%) with a volume weighted average price of $0.339.

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Microbix has entered into a pre-defined automatic securities purchase plan with its NCIB broker, Ventum Financial Corp., to allow for the repurchase of Shares at times when it ordinarily would not be active in the market due to Microbix’s internal trading blackout periods, insider trading rules, or otherwise. Such plans will be conducted in accordance with applicable Canadian securities laws. Outside of such restricted periods, the timing of repurchases will be determined by Microbix management. Decisions regarding repurchases will be based on market conditions, Share price, best uses of available cash, and other factors. The funding for any repurchases pursuant to the NCIB will be financed from working capital and all Shares will be repurchased for cancellation. Microbix may also use its NCIB to acquire Shares pursuant to the exercise of stock options to offset the dilutive effect of options that have been exercised.

The Board of Directors believes Microbix’s underlying value is not reflected in the current market price of its Shares. As a result, depending upon future price movements and other factors, the Board believes that the repurchase of Shares is an appropriate use of corporate funds and in the best interests of Microbix and its shareholders. Furthermore, the NCIB is expected to benefit persons who continue holding Shares by increasing their proportionate equity interest in Microbix as the repurchased Shares are cancelled.

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A copy of Microbix’s notice of the NCIB to the TSX may be obtained by any shareholder without charge, by contacting Jim Currie, the Company’s Chief Financial Officer.

About Microbix Biosystems Inc.
Microbix Biosystems Inc. creates proprietary biological products for human health, with over 100 skilled employees and sales now targeting over C$ 2.0 million or more per month. It makes a wide range of critical ingredients and devices for the global diagnostics industry, notably antigens for immunoassays and its laboratory quality assessment products (QAPs™) that support clinical lab proficiency testing, enable assay development and validation, or help ensure the quality of clinical diagnostic workflows. Its antigens drive the antibody tests of approximately 100 diagnostics makers, while QAPs are sold to clinical lab accreditation organizations, diagnostics companies, and clinical labs. Microbix QAPs are now available in over 30 countries, supported by a network of 10 international distributors. Microbix is ISO 9001 & 13485 accredited, U.S. FDA registered, Australian TGA registered, Health Canada establishment licensed, and provides IVDR-compliant CE marked products.

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Microbix also applies its biological expertise and infrastructure to develop other proprietary products and technologies, most notably Kinlytic® urokinase, a biologic thrombolytic drug used to treat blood clots, and viral transport medium (DxTM™), to stabilize patient samples for lab-based molecular diagnostic testing. Microbix is traded on the TSX and OTCQX, and headquartered in Mississauga, Ontario, Canada.

Forward-Looking Information
This news release includes “forward-looking information,” as such term is defined in applicable securities laws. Forward-looking information includes, without limitation, discussion of the NCIB and its goals and processes, the TSX and related rules, regulations, or laws, Microbix’s business and business results, goals or outlook, risks associated with financial results and stability, development projects such as those referenced in its corporate presentation, regulatory compliance and approvals, sales to foreign jurisdictions, engineering and construction, production (including control over costs, quality, quantity and timeliness of delivery), foreign currency and exchange rates, maintaining adequate working capital and raising further capital on acceptable terms or at all, and other similar statements concerning anticipated future events, conditions or results that are not historical facts. These statements reflect management’s current estimates, beliefs, intentions and expectations; they are not guarantees of future performance. The Company cautions that all forward-looking information is inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond the Company’s control. Accordingly, actual future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. All statements are made as of the date of this news release and represent the Company’s judgement as of the date of this new release, and the Company is under no obligation to update or alter any forward-looking information.

For further information, please contact Microbix at:

Copyright © 2024 Microbix Biosystems Inc.
Microbix®, DxTM™, Kinlytic®, and QAPs™ are trademarks of Microbix Biosystems Inc.

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ROUYN-NORANDA, Quebec, Dec. 04, 2024 (GLOBE NEWSWIRE) — GLOBEX MINING ENTERPRISES INC. (GMX – Toronto Stock Exchange, G1MN – Frankfurt, Stuttgart, Berlin, Munich, Tradegate, Lang & Schwarz, LS Exchange, TTMzero, Düsseldorf and Quotrix Düsseldorf Stock Exchanges
and GLBXF – OTCQX International in the US) is pleased to present the assays from the first four (4) drill holes on Globex’s 100% owned Ironwood gold deposit located in Cadillac Township, Quebec, 2.6 km east of the town of Cadillac.

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Previous wide spaced drilling outlined a gold deposit from 30 metres to ± 225 metres vertical with an Inferred Resource of 243,200 tonnes grading 17.26 g/t Au. The 2008 NI 43-101 Technical Report is by Consulting geologist and Qualified Person, Reno Pressacco, M.Sc. (A), P.Geo. titled “Technical Report for the Mineral Resource Estimate, Ironwood Project, Cadillac Township, Quebec (32D01).

The current drill program consists of at least 17 holes designed as infill holes and, as well, targeting and determining the outside boundaries of the deposit. Despite the relatively small size of the deposit, it is speculated that subject to determining an accurate grade and overall shape of the body, various potential mining methods may be considered to mine the zone.

The relevant information as regards the first four holes is given below.

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Globex has currently completed 14 holes. Core logging and core splitting is continuing and samples are currently being sent MSALABS, 13 rue Turgeon, Val-d’Or, Qc, J9P 0A2. Globex has intersected the Ironwood Gold Zone in every hole to date.

Lab information

The samples were crushed to a particle size of 70% passing through a two-millimeter sieve, and then a 500-gram portion was taken for gold analysis by gamma ray (photon assay). According to MSALABS’ internal procedure, blank samples and certified reference materials are systematically inserted into the analysis sequence. Globex procedures also used blank and duplicate sample as well as certified reference materials. MSALABS operates several laboratories worldwide and holds ISO-17025 accreditation for numerous metal determination methods, including the photon assay method.

This press release was written by Jack Stoch, P. Geo., President and CEO of Globex in his capacity as a Qualified Person (Q.P.) under NI 43-101 with technical input from Pierre Riopel, P.Geo.

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Forward Looking Statements: Except for historical information, this news release may contain certain “forward looking statements”.  These statements may involve a number of known and unknown risks and uncertainties and other factors that may cause the actual results, level of activity and performance to be materially different from the expectations and projections of Globex Mining Enterprises Inc. (“Globex”).  No assurance can be given that any events anticipated by the forward-looking information will transpire or occur, or if any of them do so, what benefits Globex will derive therefrom.  A more detailed discussion of the risks is available in the “Annual Information Form” filed by Globex on SEDARplus.ca

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VANCOUVER, British Columbia, Dec. 03, 2024 (GLOBE NEWSWIRE) — Fortuna Mining Corp. (NYSE: FSM | TSX: FVI) is pleased to report that during the fourth quarter as of Friday, November 29, 2024, it has repurchased under the Company’s normal course issuer bid (NCIB) an aggregate of 6,402,640 common shares on the open market of the New York Stock Exchange. Shares were repurchased at a weighted-average price of $4.77 per common share for a total gross amount of $30,529,066, excluding brokerage fees; these shares will be cancelled. To date, the Company has repurchased 41.88 percent of the 15,287,201 shares it is authorized to repurchase under the NCIB (refer to Fortuna news release dated April 30, 2024).  

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Jorge A. Ganoza, Chief Executive Officer of Fortuna commented, “With record earnings in the third quarter, and strong free cash flow generation supported by historically high gold prices, Fortuna is positioned to return capital to its shareholders.” Mr. Ganoza continued, “Our capital priorities moving forward will be to continue to balance returns to shareholders with advancing high value opportunities in our portfolio.”

About Fortuna Mining Corp.

Fortuna Mining Corp. is a Canadian precious metals mining company with five operating mines in Argentina, Burkina Faso, Côte d’Ivoire, Mexico, and Peru, as well as the preliminary economic assessment stage Diamba Sud Gold Project located in Senegal. Sustainability is integral to all our operations and relationships. We produce gold and silver and generate shared value over the long-term for our stakeholders through efficient production, environmental protection, and social responsibility. For more information, please visit our website.

ON BEHALF OF THE BOARD

Jorge A. Ganoza
President, CEO, and Director
Fortuna Mining Corp.

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Investor Relations:
Carlos Baca | info@fmcmail.com | fortunamining.com | X | LinkedIn | YouTube

Forward-looking Statements

This news release contains forward-looking statements which constitute “forward-looking information” within the meaning of applicable Canadian securities legislation and “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 (collectively, “Forward-looking Statements”). All statements included herein, other than statements of historical fact, are Forward-looking Statements and are subject to a variety of known and unknown risks and uncertainties which could cause actual events or results to differ materially from those reflected in the Forward-looking Statements. The Forward-looking Statements in this news release include, without limitation, statements relating to Fortuna’s intentions with respect to the NCIB and the effects of repurchases of common shares thereunder, including any enhancement to shareholder value; and Fortuna’s capital priorities and its business strategy, plans and outlook. Often, but not always, these Forward-looking Statements can be identified by the use of words such as “expected”, “estimated”, “potential”, “open”, “future”, “assumed”, “projected”, “used”, “detailed”, “has been”, “gain”, “planned”, “reflecting”, “will”, “anticipated”, “estimated” “containing”, “remaining”, “to be”, or statements that events, “could” or “should” occur or be achieved and similar expressions, including negative variations.

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Forward-looking Statements involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any results, performance or achievements expressed or implied by the Forward-looking Statements. Such uncertainties and factors include, among others, legislative or regulatory developments; any significant changes to common share price or trading volume; continued availability of capital and financing; changes to general economic, market or business conditions; business opportunities that become available to, or are pursued by, Fortuna; operational risks associated with mining and mineral processing; risks associated with war, hostilities or other conflicts, such as the Ukrainian – Russian conflict and the Israel – Hamas war, and the impacts such conflicts may have on global economic activity; risks related to the Company’s ability to obtain adequate financing for planned exploration and development activities; as well as those factors discussed under “Risk Factors” in the Company’s Annual Information Form. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in Forward-looking Statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended.

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Forward-looking Statements contained herein are based on the assumptions, beliefs, expectations and opinions of management, including but not limited to prevailing and further market prices for Fortuna’s common shares; that Fortuna’s future results of operations will be consistent with past performance and management expectations in relation thereto; the continued availability of capital; future cash flow and debt levels; that there will be no material adverse change affecting the Company, its properties or its production estimates (which assume accuracy of projected head grade, mining rates, recovery timing, and recovery rate estimates and may be impacted by unscheduled maintenance, labor and contractor availability and other operating or technical difficulties); that there will be no significant disruptions affecting the Company’s operations; and such other assumptions as set out herein. Forward-looking Statements are made as of the date hereof and the Company disclaims any obligation to update any Forward-looking Statements, whether as a result of new information, future events or results or otherwise, except as required by law. There can be no assurance that these Forward-looking Statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, investors should not place undue reliance on Forward-looking Statements.

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VANCOUVER, British Columbia, Dec. 02, 2024 (GLOBE NEWSWIRE) — B2Gold Corp. (TSX: BTO, NYSE AMERICAN: BTG, NSX: B2G) (“B2Gold” or the “Company”) announces that it is closely monitoring a strike that began on November 29, 2024, by certain employees at the Company’s Fekola Mine in Mali. Under the notice provided to the Company by the Fekola workers union, the strike commenced on November 29, 2024 with a seven day duration ending on December 5, 2024. The Company is continuing to operate the Fekola mill at full throughput capacity during this period and still expects to be toward the lower end of its annual production guidance for the Fekola Mine of between 420,000 and 450,000 ounces of gold in 2024.

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The health, safety and security of B2Gold employees remains the Company’s foremost priority. During the seven-day strike period, the Company is continuing to operate critical infrastructure and the mill on a reduced roster, maintaining the expected gold production profile during the period. It is important to note that under Malian legislation, employees are authorized to provide minimum service, and participation in strikes is not compulsory for employees who elect to continue to work.

The Company believes that the labour action is primarily in response to the action B2Gold has taken against a small number of Fekola employees that previously engaged in illegal activities detrimental to productivity at the Fekola Mine, including “go slow” actions by the mining employees and an illegal sit in at the Fekola management office in August 2024. During this period, B2Gold urged all Fekola employees to avoid involvement in these illegal activities and, in line with Malian law, Fekola’s current union agreements and the B2Gold employee code of conduct, has commenced the disciplinary process for those employees who chose to engage in the illegal activities.

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B2Gold remains ready and willing to participate in meetings with the Fekola workers union to reach a resolution, and will continue to adhere to legal procedures, respecting the rights of all its employees, inviting the union to engage in a constructive dialogue, and providing the authorities with all requested information. Fekola has well-documented and recognized procedures for raising any form of grievance, as well as established engagement platforms in place with union representatives, to engage on issues concerning B2Gold’s employees. B2Gold is committed to the highest standards for integrity and transparency and will continue to focus on safe and sustainable mining at Fekola, which brings great benefits to the workforce, the surrounding communities and the State of Mali.

In addition, the Company continues to make progress with the State of Mali on their respective deliverables and implementation of the necessary steps under the Memorandum of Agreement signed in September 2024, including the issuance of the necessary permits to commence exploitation at Fekola Regional (located 25 kilometers north of the Fekola Mine). Upon issuance of the exploitation permit for Fekola Regional, mining operations will begin with initial gold production expected to commence in early 2025, with the potential to generate approximately 80,000 to 100,000 ounces of additional gold production on an annualized basis from Fekola Regional sources through the trucking of open pit ore to the Fekola mill. B2Gold continues to have a strong working relationship with the Malian Government.

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About B2Gold

B2Gold is a low-cost international senior gold producer headquartered in Vancouver, Canada. Founded in 2007, today, B2Gold has operating gold mines in Mali, Namibia and the Philippines, the Goose Project under construction in northern Canada and numerous development and exploration projects in various countries including Mali, Colombia and Finland. B2Gold forecasts total consolidated gold production of between 800,000 and 870,000 ounces in 2024.

ON BEHALF OF B2GOLD CORP.

“Clive T. Johnson”
President and Chief Executive Officer

Source: B2Gold Corp.

The Toronto Stock Exchange and NYSE American LLC neither approve nor disapprove the information contained in this news release.

Production results and production guidance presented in this news release reflect total production at the mines B2Gold operates on a 100% project basis. Please see our Annual Information Form dated March 14, 2024, for a discussion of our ownership interest in the mines B2Gold operates.

This news release includes certain “forward-looking information” and “forward-looking statements” (collectively forward-looking statements”) within the meaning of applicable Canadian and United States securities legislation, including: projections; outlook; guidance; forecasts; estimates; and other statements regarding future or estimated financial and operational performance, gold production and sales, revenues and cash flows, and capital costs (sustaining and non-sustaining) and operating costs, including projected cash operating costs and AISC, and budgets on a consolidated and mine by mine basis; future or estimated mine life, metal price assumptions, ore grades or sources, gold recovery rates, stripping ratios, throughput, ore processing; statements regarding anticipated exploration, drilling, development, construction, permitting and other activities or achievements of B2Gold; and including, without limitation: remaining well positioned for continued strong operational and financial performance in 2024; projected gold production, cash operating costs and AISC on a consolidated and mine by mine basis in 2024; total consolidated gold production of between 800,000 and 870,000 ounces (including 20,000 attributable ounces from Calibre) in 2024; trucking of selective higher-grade saprolite material from Fekola Regional to the Fekola mill having the potential to generate approximately 80,000 to 100,000 ounces of additional gold production per year from Fekola Regional sources; and the receipt of the exploitation permit for Fekola Regional and Fekola Regional production expected to commence in early 2025. All statements in this news release that address events or developments that we expect to occur in the future are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, although not always, identified by words such as “expect”, “plan”, “anticipate”, “project”, “target”, “potential”, “schedule”, “forecast”, “budget”, “estimate”, “intend” or “believe” and similar expressions or their negative connotations, or that events or conditions “will”, “would”, “may”, “could”, “should” or “might” occur. All such forward-looking statements are based on the opinions and estimates of management as of the date such statements are made.

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Forward-looking statements necessarily involve assumptions, risks and uncertainties, certain of which are beyond B2Gold’s control, including risks associated with or related to: the volatility of metal prices and B2Gold’s common shares; changes in tax laws; the dangers inherent in exploration, development and mining activities; the uncertainty of reserve and resource estimates; not achieving production, cost or other estimates; actual production, development plans and costs differing materially from the estimates in B2Gold’s feasibility and other studies; the ability to obtain and maintain any necessary permits, consents or authorizations required for mining activities; environmental regulations or hazards and compliance with complex regulations associated with mining activities; climate change and climate change regulations; the ability to replace mineral reserves and identify acquisition opportunities; the unknown liabilities of companies acquired by B2Gold; the ability to successfully integrate new acquisitions; fluctuations in exchange rates; the availability of financing; financing and debt activities, including potential restrictions imposed on B2Gold’s operations as a result thereof and the ability to generate sufficient cash flows; operations in foreign and developing countries and the compliance with foreign laws, including those associated with operations in Mali, Namibia, the Philippines and Colombia and including risks related to changes in foreign laws and changing policies related to mining and local ownership requirements or resource nationalization generally; remote operations and the availability of adequate infrastructure; fluctuations in price and availability of energy and other inputs necessary for mining operations; shortages or cost increases in necessary equipment, supplies and labour; regulatory, political and country risks, including local instability or acts of terrorism and the effects thereof; the reliance upon contractors, third parties and joint venture partners; the lack of sole decision-making authority related to Filminera Resources Corporation, which owns the Masbate Project; challenges to title or surface rights; the dependence on key personnel and the ability to attract and retain skilled personnel; the risk of an uninsurable or uninsured loss; adverse climate and weather conditions; litigation risk; competition with other mining companies; community support for B2Gold’s operations, including risks related to strikes and the halting of such operations from time to time; conflicts with small scale miners; failures of information systems or information security threats; the ability to maintain adequate internal controls over financial reporting as required by law, including Section 404 of the Sarbanes-Oxley Act; compliance with anti-corruption laws, and sanctions or other similar measures; social media and B2Gold’s reputation; as well as other factors identified and as described in more detail under the heading “Risk Factors” in B2Gold’s most recent Annual Information Form, B2Gold’s current Form 40-F Annual Report and B2Gold’s other filings with Canadian securities regulators and the U.S. Securities and Exchange Commission (the “SEC”), which may be viewed at www.sedar.com and www.sec.gov, respectively (the “Websites”). The list is not exhaustive of the factors that may affect B2Gold’s forward-looking statements.

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B2Gold’s forward-looking statements are based on the applicable assumptions and factors management considers reasonable as of the date hereof, based on the information available to management at such time. These assumptions and factors include, but are not limited to, assumptions and factors related to B2Gold’s ability to carry on current and future operations, including: development and exploration activities; the timing, extent, duration and economic viability of such operations, including any mineral resources or reserves identified thereby; the accuracy and reliability of estimates, projections, forecasts, studies and assessments; B2Gold’s ability to meet or achieve estimates, projections and forecasts; the availability and cost of inputs; the price and market for outputs, including gold; foreign exchange rates; taxation levels; the timely receipt of necessary approvals or permits; the ability to meet current and future obligations; the ability to obtain timely financing on reasonable terms when required; the current and future social, economic and political conditions; and other assumptions and factors generally associated with the mining industry.

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B2Gold’s forward-looking statements are based on the opinions and estimates of management and reflect their current expectations regarding future events and operating performance and speak only as of the date hereof. B2Gold does not assume any obligation to update forward-looking statements if circumstances or management’s beliefs, expectations or opinions should change other than as required by applicable law. There can be no assurance that forward-looking statements will prove to be accurate, and actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements. Accordingly, no assurance can be given that any events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what benefits or liabilities B2Gold will derive therefrom. For the reasons set forth above, undue reliance should not be placed on forward-looking statements.

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CALGARY, Alberta, Nov. 29, 2024 (GLOBE NEWSWIRE) — High Arctic ‎Overseas Holdings Corp. (TSXV: HOH) (“High Arctic Overseas” or the “Corporation”) has released its first quarterly financial and operating results following the completion of a Plan of Arrangement (the “Arrangement”) that on August 12, 2024, resulted in the separation of the North American and Papua New Guinea (“PNG”) energy services businesses of High Arctic Energy Services Inc. (“HWO”), with the North American business continuing to be operated by HWO, and the PNG business being operated by the Corporation. The Corporation’s unaudited consolidated financial statements (the “Financial Statements”) and management’s discussion & analysis (“MD&A”) for the three and nine months ended September 30, 2024, will be available on SEDAR+ at www.sedarplus.ca. All amounts are denominated in United States dollars (“USD”), unless otherwise indicated.

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On August 12, 2024, in conjunction with the completion of the Arrangement transaction:

• HWO transferred all of the outstanding ordinary shares of High Arctic Energy Services Cyprus Limited (“HAES-Cyprus”), the subsidiary that owned and operated HWO’s Papua New Guinea energy services business, to the Corporation;
• Each shareholder of HWO received as consideration, one quarter of one (1/4) common share of the Corporation and one quarter of one (1/4) post-Arrangement common share of HWO, for each pre-Arrangement common share of HWO held;
• The Corporation became a reporting issuer in Alberta, British Columbia, Manitoba, Ontario, and Saskatchewan and was listed on the TSX Venture Exchange (“TSXV”), and
• HWO retained its interest in the existing North American energy services business and remained listed on the Toronto Stock exchange and continued trading under the trading symbol HWO.

The common shares of the Corporation began trading on the TSXV on August 16, 2024 under the trading symbol HOH.

Mike Maguire, Chief Executive Officer commented on the Corporation’s third quarter 2024 financial and operating results:

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“I am very pleased to have completed the strategic re-organization of High Arctic Energy Services Inc. in quarter 3. Spinning out the PNG business to shareholders under this new reporting entity High Arctic Overseas Holdings Corp. listed on the TSX Venture Exchange, realizes a key 2024 objective for the benefit of both entities.

The Corporation is now well placed, with access to adequate working capital, ideal equipment for the challenging PNG environment, focused management and a dominant market position. We are heartened by the recent public statements of key LNG development participants of positive intentions to advance projects in PNG over the coming years. I am excited about our prospects to play a strategic role servicing the major projects anticipated in PNG over the second half of the decade.

In the meantime, we have curtailed non-essential expenditures and pursue growth and diversity in our core service offerings which currently includes equipment rentals and manpower services.” 

2024 THIRD QUARTER HIGHLIGHTS

• Completed the Arrangement transaction with the Corporation’s common shares trading on the TSXV under the trading symbol HOH.
• Progressed post-reorganization transitional arrangements towards establishing dedicated stand-alone leadership of the Corporation.
• Exited the quarter with a strong liquidity position with a working capital balance of $18.5 million which includes a cash balance of $14.9 million and no debt.

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2024 THIRD QUARTER RESULTS

• Drilling rig 103 remained suspended and drilling rigs 115 and 116 remained cold-stacked. Manpower services and rental services continued with other customers. Operating margins increased from 29.5% in Q3 2023 to 36.8% in Q3 2024, support and management workforces were resized to realign with the reduced drilling activities during the quarter. The net result was a substantial reduction to revenue and the generation of negative EBITDA in the quarter:
  • Revenue for the quarter of $2,891, a decrease of $9,629 or 77% compared to Q3 2023 at $12,520, and
  • Adjusted EBITDA of ($344), a decrease of $3,259 or 112% compared to Q3 2023 at $2,915.
• The reduced revenue generating activities in Q3 2024 combined with higher general and administrative expenses relating to the completion of the Arrangement transaction drove the following results for the Corporation:
  • Net loss of $1,421 in Q3 2024 compared to a net loss of $11,946 realized in Q3 2023 which included an impairment charge of $15,200.

2024 YEAR TO DATE RESULTS

• Drilling Rig 103 operated through to Q2 2024 when drilling was suspended at which point it was cold stacked. Manpower services and rentals with other customers continued at similar run rates through the entirety of Q3 2024. Operating margins were improved from 2023 of 33.6% to 38.7% in 2024 as a result of reduced material and supply costs and proportional contribution from higher margin rentals.
  • Revenue for the first nine months of 2024 was $21,654, a reduction of $9,193 or 30% compared to the same period in 2023, and
  • Adjusted EBITDA for the first nine months of 2024 was $4,846, a 41% reduction compared to the same period in 2023.
• The reduced operating activities combined with higher general and administrative expenses resulting from the Arrangement transaction, as noted above, drove the following results for the Corporation:
  • Net income of $1,051 for the first nine months of 2024 compared to a net loss of $10,530 for the same period 2023, which include an impairment charge of $15,200.

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Since the Corporation and HAES-Cyprus were both wholly-owned by HWO, the transfer of all of the outstanding ordinary shares of HAES-Cyprus to the Corporation was deemed a common control transaction. The Corporation’s Financial Statements are presented under the continuity of interests basis. Financial and operational results contained within this press release present the historic financial position, results of operations and cash flows of HAES-Cyprus for all prior periods up to August 12, 2024, under HWO’s control. The financial position, results of operations and cash flows from April 1, 2024 (the date of incorporation of the Corporation) to August 12, 2024, include both HAES-Cyprus and the Corporation on a combined basis and from August 12, 2024, forward include the results of the Corporation on a consolidated basis upon completion of the Arrangement.

For reporting purposes in the Financial Statements, the MD&A and this press release, it is assumed that the Corporation held the PNG business prior to August 12, 2024, and as such, information provided includes the financial and operating results for the three and nine months ended September 30, 2024, including all comparative periods.

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In the above results discussion, the three months ended September 30, 2024 may be referred to as the “quarter” or “Q3 2024” and the comparative three months ended September 30, 2023 may be referred to as “Q3 2023”. References to other quarters may be presented as “QX 20XX” with X/XX being the quarter/year to which the commentary relates. Additionally, the nine months ended September 30, 2024 may be referred to as “YTD” or “YTD 2024”. References to other nine-month periods ended September 30 may be presented as “YTD 20XX” with XX being the year to which the nine-month period ended September 30 commentary relates

THIRD QUARTER 2024 SELECT FINANCIAL AND OPERATIONAL RESULTS OVERVIEW

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^{(1) For the purposes of computing per share amounts, the number of common shares outstanding for the periods prior to the Arrangement is deemed to be the number of shares issued by the Corporation to the shareholders of HWO upon completion of the Arrangement. For the period after the Arrangement, the number of shares outstanding in the computation of per share amounts is the total issued shares of the Corporation on August 12, 2024, and any common shares issued subsequent to August 12, 2024. See the “Overview” section of the Corporation’s Q3 2024 MD&A and the Corporation’s Financial Statements as at September 30, 2024, and for the three and nine months ended September 30, 2024 and 2023 for additional details.
(2) Operating margin, EBITDA (Earnings before interest, tax, depreciation, and amortization), Adjusted EBITDA, Operating income (loss), Funds flow from operating activities and Working capital do not have a standardized meanings prescribed by IFRS. See “Non IFRS Measures” in the Corporation’s Q3 2024 MD&A for calculations of these measures.}

Operating Results

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^{(1) See “Non-IFRS Measures” in the Q3 2024 MD&A for calculations of these measures.}

Revenues for Q3 2024 were $2,891 compared to $12,520 for Q3 2023. Revenues in the nine months of 2024 decreased by $9,193 or 30% compared to 2023. Revenues for both the three and nine months ended September 30, 2024, were impacted as a result of reduced overall utilization of Rig 103. Customer-owned Rig 103 was utilized for 8 months of 2023 versus 5.5 months in 2024. In both periods, a consistent level of activity was contributed from the provision of skilled personnel for key customers in PNG. Operating margin as a percentage of revenues increased significantly in 2024, largely as a result of reduced material and supply costs associated with the recommencement of Rig 103 during fiscal 2023 and a higher proportional contribution by higher margin rentals.

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The Corporation owns two heli-portable drilling rigs (Rigs 115 and 116) which remain preserved and maintained ready for deployment.

Liquidity and Capital Resources

^{(1) See “Non-IFRS Measures” in the Q3 2024 MD&A for calculations of these measures.}

Liquidity and Capital Resources
Cashflows from Operating Activities
For the three and nine months ended September 30, 2024, cash generated from operating activities was $1,219 (Q3 2023 $1,926) and $9,864 (YTD-2023 $2,775), respectively. The change in operating cash flow was largely driven by a net cash inflow from changes in working capital.

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Cashflows from Investing Activities
During the three and nine months ended September 30, 2024, the Corporation’s cash used in investing activities was $57 (Q3 2023 $482) and $590 (YTD-2023 $987) respectively. Cash outflows associated with investing activities were directed towards capital expenditure on rental equipment. The reduction in capital expenditures in 2024 is due to reduced customer activity. The Corporation will continue to seek opportunities to invest in additional capital assets, in particular where it can do so under take-or-pay agreements.

Cash flows from Financing Activities
During the three and nine months ended September 30, 2024, the Corporation’s cash used in financing activities was $5,128 (Q3 2023 $178) and $5,374 (YTD-2023 $535) respectively. Excluding the impact of a $5,000 dividend paid by HAES-Cyprus to HWO prior to the completion of the Arrangement transaction, cash outflows associated with finance activities were directed towards lease obligation payments.

Outlook
Papua New Guinea possesses substantial deposits of natural resources including significant reserves of oil and natural gas and has emerged as a reliable low-cost energy exporter to Asian markets, particularly for liquefied natural gas (“LNG”). A significant investment in the country’s oil and gas industry was evidenced by the successful construction of the PNG-LNG project in 2014, with the primary partners in the venture being customers of the Corporation. In the period following, the Corporation’s predecessor company committed to the purchase and upgrade of drilling rigs 115 and 116 and expansion of the Corporation’s fleet of rentable equipment including camps, material handling equipment and worksite matting. These investments contributed to a substantive lift in revenues and earnings as PNG enjoyed its highest period of exploration and development activity.

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Since the onset of COVID-19 in early 2020, there has been a substantive reduction in drilling services in PNG. This follows some consolidation among the active exploration and production companies and evolving political and economic influences. In the longer term, HOH believes PNG is on the precipice of a new round of large-scale projects in the natural resources sector. ‎The Papua ‎LNG project headed up by French super-major TotalEnergies is anticipated to be the next major project and is now targeting a final investment decision in 2025. There is an expectation for increased drilling activity through the latter half of this decade, ‎not only to develop wells for the supply of gas to the Papua-LNG export facility, but also to explore for and ‎appraise other discoveries. The signing of a fiscal stability agreement between the P’nyang gas field joint venture and the government of PNG is another positive signal for that expansionary project to follow Papua-LNG.

The Corporation is strategically positioned to support these developments, given its dominant position for drilling and associated services in PNG, existing work relationships with the operating companies, and proximity to the proposed sites of operation. The Corporation’s drilling rigs 115 and 116 are portable by helicopter and have been maintained and preserved for future use.

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There are a number of other petroleum projects and substantive nation-building projects including infrastructure, ‎electrification, telecommunications and defense projects planned for the development of PNG. ‎These ‎projects will require access to transport and material handling machinery, quality worksite and temporary ‎road mats and a substantive amount of labour including skilled equipment operators, qualified tradespeople and engineers, ‎geoscientists and other professionals. ‎HOH’s business continues to position itself to be a meaningful supplier of services, equipment and manpower for this market.

The outlook for the Corporation’s core business in PNG for the remainder 2024 and into 2025 remains subdued. As previously disclosed, results were impacted by the completion of customer drilling activity during the second quarter of 2024, with Rig 103 being relocated to the customer’s forward base location and cold-stacked. With no near-term drilling activity currently anticipated, the Corporation expects equipment rental and manpower to be the primary revenue generating activity with revenues consistent with Q3 2024 for the fourth quarter of 2024 and into 2025.

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The Corporation remains engaged with its principal customer on planning for future drilling activity, and continues to focus on enhancing and optimizing its existing rental fleet deployment and manpower solutions offerings.

The Corporation also continues to pursue business expansion opportunities in PNG, actively engaging with potential customers for its services in PNG and the wider region while also taking actions to protect its capability to realize the future potential of the business.

NON-IFRS MEASURES

This press release contains references to certain financial measures that do not have a standardized meaning prescribed by International Financial Reporting Standards (“IFRS”) and may not be comparable to the same or similar measures used by other companies. High Arctic Overseas uses these financial measures to assess performance and believes these measures provide useful supplemental information to shareholders and investors. These financial measures are computed on a consistent basis for each reporting period and include Oilfield services operating margin, EBITDA (Earnings before interest, tax, depreciation and amortization), Adjusted EBITDA, Operating loss, Funds flow from operating activities, Working capital and Net cash. These do not have standardized meanings.

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These financial measures should not be considered as an alternative to, or more meaningful than, net income (loss), cash from operating activities, current assets or current liabilities, cash and/or other measures of financial performance as determined in accordance with IFRS.

For additional information regarding non-IFRS measures, including their use to management and investors and reconciliations to measures recognized by IFRS, please refer to the Corporation’s Q3 2024 MD&A, which is available online at www.sedarplus.ca.

About High Arctic ‎Overseas Holdings Corp.

High Arctic Overseas is a market leader in Papua New Guinea providing drilling ‎and specialized well completion services, manpower solutions and supplies rental equipment including rig matting, camps, material ‎handling and drilling support equipment.

For further information, please contact:

Mike Maguire
Chief Executive Officer
1.587.320.1301

High Arctic Overseas Holdings Corp.
Suite 2350, 330–5th Avenue SW
Calgary, Alberta, Canada T2P 0L4
www.higharctic.com
Email: info@higharctic.com

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Forward-Looking Statements
This Press Release contains forward-looking statements. When used in this document, the words “may”, “would”, “could”, “will”, “intend”, “plan”, “anticipate”, “believe”, “seek”, “propose”, “estimate”, “expect”, and similar expressions are intended to identify forward-looking statements. Such statements reflect the Corporation’s current views with respect to future events and are subject to certain risks, uncertainties, and assumptions. Many factors could cause the Corporation’s actual results, performance, or achievements to vary from those described in this Press Release.

Should one or more of these risks or uncertainties materialize, or should assumptions underlying forward-looking statements prove incorrect, actual results may vary materially from those described in this Press Release as intended, planned, anticipated, believed, estimated or expected. Specific forward-looking statements in this Press Release include, among others, statements pertaining to the following: general economic and business conditions which will include, among other things: the role of the energy services industry in future phases of the energy industry; the outlook for energy services; the timing and impact on the Corporation’s business related to potential new large-scale natural resources projects and increased drilling activity in PNG; market fluctuations in commodity prices, and foreign currency exchange rates; expectations regarding the Corporation’s ability to manage its liquidity risk; raise capital and manage its debt finance agreements; factors upon which the Corporation will decide whether or not to undertake a specific course of operational action or expansion; the Corporation’s ongoing relationship with its major customers; customers’ drilling intentions; the Corporation’s ability to position itself to be a significant supplier of services, equipment and manpower for other projects in PNG; the expectation that the equipment rental and manpower services portion of the Corporation’s business will be the primary revenue generating activity for the remainder of 2024 and for fiscal 2025; the ability of the Corporation to expand its geographic customer base outside of PNG, and the deploying idle heli-portable drilling rigs 115 and 116 and securing future work with other exploration companies in PNG.

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With respect to forward-looking statements contained in this Press Release, the Corporation has made assumptions regarding, among other things, its ability to: maintain its ongoing relationship with major customers; successfully market its services to current and new customers; devise methods for, and achieve its primary objectives; source and obtain equipment from suppliers; successfully manage, operate, and thrive in an environment which is facing much uncertainty; remain competitive in all its operations; attract and retain skilled employees; and obtain equity and debt financing on satisfactory terms.

The Corporation’s actual results could differ materially from those anticipated in these forward-looking statements as a result of the risk factors set forth in this Press Release and in the Corporation’s Listing Application dated August 12, 2024, which is available on SEDAR+.

The forward-looking statements contained in this Press Release are expressly qualified in their entirety by this cautionary statement. These statements are given only as of the date of this Press Release. The Corporation does not assume any obligation to update these forward-looking statements to reflect new information, subsequent events or otherwise, except as required by law.

Neither the 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.

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TORONTO, Nov. 29, 2024 (GLOBE NEWSWIRE) — Guardian Capital LP (“Guardian Capital”) announces the estimated annual special year-end distributions (the “Special Distributions”) for the 2024 tax year for the ETF series of the Guardian Capital funds listed below (the “Guardian Capital ETFs”). Please note that these are estimated amounts as of November 13, 2024 and include certain forward-looking information, which may cause the Special Distributions to change before the Guardian Capital ETFs’ tax year-end on December 15, 2024 or December 31, 2024, as applicable. These estimated amounts are for the Special Distributions only and do not include the ongoing, regular monthly, quarterly or annual cash distribution amounts which are expected to be announced in a separate press release on or before December 13, 2024.

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Each of the Guardian Capital ETFs is required to distribute any net income and capital gains that it has earned in the year. The Special Distributions will generally consist of capital gains and/or any excess net income at year-end. The Special Distributions will not be paid in cash, but will be reinvested and the resulting ETF units immediately consolidated so that the number of ETF units held by each investor will not change. Investors holding their ETF units outside registered plans will have taxable amounts to report and will have an increase in the adjusted cost base of their investment. In all cases, the Special Distributions (if any) will be reinvested on or about December 31, 2024 to unitholders of record on December 30, 2024. The ex-dividend date in each case is anticipated to be December 30, 2024.

Guardian Capital expects to announce the final, confirmed Special Distribution amounts (subject to any further revisions to the per ETF unit amounts resulting from subscription and redemption activity prior to the record date), on or about December 31, 2024. The actual taxable amounts of all distributions for 2024, including the tax characteristics of the distributions, will be reported to brokers (through CDS Clearing and Depository Services Inc. or “CDS”) and will be posted on the Guardian Capital website in early 2025.

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Guardian Capital provides estimated distributions for information purposes only. These estimates are not intended to be, nor should they be construed to be, legal or tax advice to any particular person.

For further information regarding the Guardian Capital ETFs, please visit www.guardiancapital.com/investmentsolutions.

About Guardian Capital LP
Guardian Capital LP is the manager and portfolio manager of the Guardian Capital Funds and Guardian Capital ETFs, with capabilities that span a range of asset classes, geographic regions and specialty mandates. Additionally, Guardian Capital LP manages portfolios for institutional clients such as defined benefit and defined contribution pension plans, insurance companies, foundations, endowments and investment funds. Guardian Capital LP is a wholly owned subsidiary of Guardian Capital Group Limited and the successor to its original investment management business, which was founded in 1962. For further information on Guardian Capital LP, please call 416-350-8899 or visit www.guardiancapital.com.

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About Guardian Capital Group Limited
Guardian Capital Group Limited (“Guardian”) is a global investment management company servicing institutional, retail and private clients through its subsidiaries. As of September 30, 2024, Guardian had C$165.1 billion of total client assets while managing a proprietary investment portfolio with a fair market value of C$1.2 billion. Founded in 1962, Guardian’s reputation for steady growth, long-term relationships and its core values of authenticity, integrity, stability and trustworthiness have been key to its success over six decades. Its Common and Class A shares are listed on the Toronto Stock Exchange as GCG and GCG.A, respectively. To learn more about Guardian, visit www.guardiancapital.com.

For further information, please contact:
Angela Shim
AShim@guardiancapital.com

Caution Concerning Forward-Looking Statements
Certain information included in this press release constitutes forward-looking information within the meaning of applicable Canadian securities laws. All information other than statements of historical fact may be forward-looking information. Forward-looking information is often, but not always, identified by the use of forward-looking terminology such as “outlook”, “objective”, “may”, “will”, “would”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “should”, “plan”, “continue”, or similar expressions suggesting future outcomes or events or the negative thereof. Forward-looking information in this press release includes, but is not limited to, statements with respect to management’s beliefs, plans, estimates, and intentions, and similar statements concerning anticipated future events, results, circumstances, performance or expectations. Such forward-looking information reflects management’s beliefs and is based on information currently available. Certain material factors and assumptions were applied in providing this forward-looking information. All forward-looking information in this press release is qualified by the following cautionary statements.

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Although Guardian Capital believes that the expectations reflected in such forward-looking information are reasonable, such information involves known and unknown risks and uncertainties which may cause Guardian Capital’s actual performance and results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking information. Important factors that could cause actual results to differ materially include but are not limited to: the actual amounts of distributions received by the Guardian Capital ETFs, the actual amount of capital gains generated from sales of securities, subscription and redemption activity in the Guardian Capital ETFs, general economic and market conditions, including interest rates, business competition, changes in government regulations or in tax laws, the ongoing conflict in the Ukraine, the failure to satisfy any applicable stock exchange requirements, as well as those risk factors discussed or referred to in the Guardian Capital ETFs’ prospectus and the disclosure documents filed by Guardian Capital with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.com. The reader is cautioned to consider these factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking information, as there can be no assurance that actual results will be consistent with such forward-looking information.

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The forward-looking information contained in this press release is presented as of the preparation date of this press release and should not be relied upon as representing Guardian Capital’s views as of any date subsequent to the date of this press release. Guardian Capital undertakes no obligation, except as required by applicable law, to publicly update or revise any forward-looking information, whether as a result of new information, future events or otherwise.

Unlike traditional exchange traded funds (“ETFs”), the GuardPath^TM Managed Decumulation 2042 Fund (the “GuardPath ETF”) is a unique investment fund structure and investors should carefully consider whether his or her financial condition and investment objectives are aligned with this retirement-focused investment. The GuardPath ETF may be suitable for an investor primarily concerned about having sufficient income in retirement, especially in the later years of their life. It may not be suitable for an investor whose primary objective is to leave capital behind for their estate. The GuardPath ETF is not an insurance company, nor an insurance or annuity contract and unitholders will not have the protections of insurance laws. Distributions provided by the GuardPath ETF are not guaranteed or backed by an insurance company or any third party. The long-term total return and the sustainability of the rate of distributions of the GuardPath ETF may be impacted by volatility and sequence of returns risk. This is not a complete list of the risks associated with an investment in the GuardPath ETF. Please refer to the prospectus of the GuardPath ETF for details.

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This communication is intended for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to purchase Guardian Capital ETFs and is not, and should not be construed as, investment, tax, legal or accounting advice, and should not be relied upon in that regard. Commissions, management fees and expenses all may be associated with investments in the Guardian Capital ETFs. Please read the prospectus before investing. For ETFs other than money market funds, unit values change frequently. ETFs are not guaranteed and past performance may not be repeated. You will usually pay brokerage fees to your dealer if you purchase or sell units of an ETF on the Toronto Stock Exchange (“TSX”) or Cboe Canada Inc. (“Cboe”). If the units are purchased or sold on the TSX or Cboe, investors may pay more than the current net asset value when buying units of the ETF and may receive less than the current net asset value when selling them. ETF and mutual fund securities, including units of the Guardian Capital ETFs, are not covered by the Canada Deposit Insurance Corporation or by any other government deposit insurer. There can be no assurances that the Guardian Ultra-Short Canadian T-Bill Fund or the Guardian Ultra-Short U.S. T-Bill Fund will be able to maintain the net asset value per unit of the mutual fund units at a constant amount or that the full amount of your investment in these money market funds will be returned to you.

All trademarks, registered and unregistered, are owned by Guardian Capital Group Limited and are used under license.

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