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First Nordic and Mawson Complete Merger to Create a Leading Nordic-Focused Gold Development and Exploration Company

AEMAGFOM.TO
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First Nordic Metals has completed its court-approved acquisition of Mawson Finland and will rebrand as Goldsky Resources pending TSXV approval, following conversion of C$80 million of subscription receipts and leaving the combined company with roughly C$86 million in cash before transaction costs and about 176.65 million shares outstanding. The deal consolidates a 123,000-hectare Nordic portfolio with combined attributable resources of ~2.0 Moz AuEq (Inferred) and ~0.3 Moz AuEq (Indicated), aggregating flagship assets Barsele (45% JV with Agnico — ~0.94 Moz attributable Inferred, 146 koz attributable Indicated), Rajapalot (100% — ~0.9 Moz Au plus cobalt) and Oijärvi, and is intended to accelerate exploration and development under new leadership (Chair Peter Breese; CEO Russell Bradford) while capturing potential G&A and operational synergies, improved liquidity and a wider institutional investor base. Transaction mechanics include an exchange ratio of 1.7884 Mawson shares for each Company share, issuance of advisory and finder fees (partly in shares), expected de-listing of Mawson, and standard forward-looking risks around permitting, financing and project execution.

Analysis

First Nordic has completed its court-approved acquisition of Mawson and will rebrand as Goldsky Resources subject to TSXV approval; the deal closed with conversion of 52,631,578 subscription receipts raising aggregate gross proceeds of C$80 million and the combined entity reports approximately C$86 million in cash before transaction costs and about 176,650,889 shares outstanding post-Transaction. The Company maintains listings on the TSXV and Nasdaq First North Growth Market and completed a 4-for-1 share consolidation effective December 10, 2025, with the exchange ratio for Mawson shareholders set at 1.7884 Company Shares per Mawson share. The merged portfolio aggregates roughly 2.0 Moz AuEq in Inferred and 0.3 Moz AuEq in Indicated resources across a combined land position of over 123,000 hectares. Key assets include Barsele (45% JV: Indicated 5.58 Mt @ 1.81 g/t Au = 324 koz, 146 koz attributable; Inferred 25.50 Mt @ 2.54 g/t = 2.09 Moz, 0.94 Moz attributable), Rajapalot (100%: Inferred 9.8 Mt @ 2.8 g/t = ~0.9 Moz Au plus 4,311 t Co), and Oijärvi (Indicated 1.07 Mt @ 4.1 g/t Au = 159 koz AuEq; Inferred 1.63 Mt @ 2.7 g/t Au = 152 koz AuEq). New governance and technical leadership aim to accelerate development with incoming Chairman Peter Breese, CEO Russell Bradford and special advisor Darren Morcombe; management argues the C$80m proceeds plus projected synergies will fund near-term exploration catalysts. Material near-term considerations include dilution and share-based fees (Nuvolari advisory shares of 1,403,062 and other finders/advisors and severance shares), the stated forward-looking risks around permitting, additional financing needs and commodity/operational execution that could materially affect value realization.