Noble Announces Plan to Distribute Shares of Homeland Nickel Inc. by Plan of Arrangement; Calls Special Shareholder Meeting for May 7, 2026
(TheNewswire)
Toronto, Ontario – TheNewswire - February 12, 2026 – Noble MineralExploration Inc. (“Noble” orthe “Company”) (TSX-V: NOB, FRANKFURT: NB7, OTCQB.PK:NLPXF) announced thatits Board of Directors has approved moving ahead with steps that wouldresult in a distribution (the “Distribution”) of 9,000,000 common shares ofHomeland Nickel Inc. (trading symbol TSX-V: SHL, OTC: SRCGF)(“Homeland”) to the shareholders of the Company. The Board of Directorshas approved the implementation of the Distribution through a plan ofarrangement (the “Plan ofArrangement”) whereby the outstanding sharecapital of the Company would be reorganized, with the common shares ofNoble being replaced with: (1) on a one-for-one basis, new shares ofNoble that would be listed on the TSX Venture Exchange; and (2) apro rata portion of the Homeland shares being distributed.
In order to complete the Distribution, the shareholders of Noble mustapprove the Plan of Arrangement by supra-majority, and that plan mustalso by approved in court. A special shareholder meeting is beingcalled for May 7, 2026 (the “May 7Shareholder Meeting”) to seek the required shareholderapproval, with the record date for voting at that special shareholderto be set at March 27, 2026. Assuming court and shareholderapprovals are granted for the Plan of Arrangement, Noble anticipatesthat the Distribution would be concluded as soon as possible after theMay 7 Shareholder Meeting.
Note that the Company’s annual general and special shareholdermeeting of February 26, 2026 will proceed as planned, and the Plan ofArrangement will not be submitted to shareholders for approval at thatmeeting.
While it is hoped that completing a capitalreorganization and the related Distribution through the Plan ofArrangement will enable some or all of the Distribution to becompleted as a return of capital, a final determination in that regardcannot be reached until closer to the date of the Distribution when,among other factors, the market value of the Homeland shares at thetime of the Distribution is known. Regardless of whether all or partof the value of the Distribution is treated by Noble as a return ofcapital to its shareholders, shareholders of Noble must consult withtheir own tax advisors as to the Distribution’s tax impact on them. Further information regarding how Noble will treat the Distributionfrom a tax perspective will be announced by Noble when available.
The Distribution will be made to Noble’s shareholderson a pro rata basis. The ratio of Homeland shares per Noble share to bedistributed will be based on the number of shares of Noble outstandingwhen the Plan of Arrangement takes effect, and will be calculated andannounced at that time. No fractional shares or cash in lieuthereof, and no other form of payment, will be distributed to Nobleshareholders as part of the Distribution, except as may be applicablefor any shareholder exercising dissent rights. To the extent thatthe Distribution ratio results in a fraction of a Homeland shareotherwise being distributable, the number of Homeland shares to bedistributed to a shareholder will be rounded down to the nearest wholenumber. As a result of that rounding, it is likely that less than9,000,000 Homeland shares will be distributed in theDistribution.
Shareholders should note that there are warrants and optionsoutstanding that, if exercised, would result in additional shares ofNoble being issued prior to the Distribution.
H. Vance White, President and CEO of Noble, stated thefollowing in relation to the proposed Plan of Arrangement andDistribution: “In keeping with our past practice of empowering ourshareholders to participate directly in theprogress of companies in which Noble holds shares, we are very pleasedto provide our shareholders the opportunity to participate in thepro rata distribution of 9,000,000 Homeland shares through theproposed plan of arrangement. Homeland Nickel Inc. is a TSX V listedmineral exploration company focused on critical metal resources withten nickel projects in Oregon, USA hosting very largehistorical nickel resources in continental America as presented ontheir website. It also holds interests in copper andgold projects in Newfoundland, Canada.
Applying the most recent closing price for Homeland’sshares on the TSX Venture Exchange, the Distribution would result inat least ~$3.735 Million of value being returned to Noble’sshareholders. When factoring in the earlier distributions of CanadaNickel Company Inc. (“CNC”) shares completed by Noble in 2020 and2022, more than ~$28 Million of current value will have beendistributed by Noble to its shareholders in the form of Homeland andCNC shares. Noble will retain more than 10 Million shares ofHomeland after the planned distribution has been completed. As acompany, we will continue to seek other opportunities to distribute toour shareholders significant share blocks of other public companiesthat Noble has acquired over the years, perhaps including some of theretained 10 Million Homeland shares.”
About Noble Mineral ExplorationInc.:
Noble Mineral Exploration Inc. is a Canadian-based juniorexploration company, which has holdings of securities in Canada NickelCompany Inc., Homeland Nickel Inc., East Timmins Nickel Inc. (20%),and its interest in the Holdsworth gold exploration property in thearea of Wawa, Ontario.
Noble holds mineral and/or exploration rights in ~70,000ha inNorthern Ontario and ~24,000ha elsewhere in Quebec upon which it plansto generate option/joint venture exploration programs. Noble holdsmineral rights and/or exploration rights in 18,000 hectares in theTimmins-Cochrane areas of Northern Ontario known as Project 81, ~2,215hectares in Thomas Twp/Timmins, as well as an additional 20% interestin ~38,700 hectares in the Timmins area held by East Timmins Nickel.Project 81 hosts diversified drill-ready gold, nickel-cobalt and basemetal exploration targets at various stages of exploration. Noble alsoholds ~4,600 hectares in the Nagagami Carbonatite Complex and its~3,200 hectares in the Boulder Project both near Hearst, Ontario.~3,700 hectares in the Buckingham Graphite Property, ~10,152 hectaresin the Havre St Pierre Nickel, Copper, PGM property, and ~1,573hectares in the Cere-Villebon Nickel, Copper, PGM property, ~569hectare Uranium/Rare Earth property (Chateau), ~461 hectareUranium/Molybdenum property (Taser North), ~4,465 hectares REE MehmetProperty, and the ~3300 hectare Gull Lake REE Property all of whichare in the Province of Quebec and the ~ 647 hectare Chapiteau REEproperty in Labrador.
https://www.noblemineralexploration.com
Noble’s common sharestrade on the TSX Venture Exchange under the symbol “NOB”.
Neither TSX Venture Exchange nor itsRegulation Services Provider (as that term is defined in the policiesof the TSX Venture Exchange) accepts responsibility for the adequacyor accuracy of this release. No stock exchange,securities commission or other regulatory authority has approved ordisapproved the information contained herein.
The foregoing information may contain forward-lookingstatements relating to the future performance of Noble MineralExploration Inc. Forward-looking statements, specifically thoseconcerning future performance, are subject to certain risks and uncertainties, andactual results may differ materially from the Company’s plans andexpectations. These plans, expectations, risks and uncertainties aredetailed herein and from time to time in thefilings made by the Company with the TSX Venture Exchange andsecurities regulators. Noble Mineral Exploration Inc. does notassume any obligation to update or revise its forward-lookingstatements, whether as a result of new information, future events orotherwise.
Contacts:
H. Vance White, President
Phone: 416-214-2250
Fax: 416-367-1954
Email: info@noblemineralexploration.com
Investor Relations
Email: ir@noblemineralexploration.com
Copyright (c) 2026 TheNewswire - All rights reserved.
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