Meed Growth Corp. and Athos Metals Corp. Announce Filing of Filing Statement and Closing of Third Tranche of Concurrent Financing

Vancouver, British Columbia–(Newsfile Corp. – November 3, 2026) – Meed Growth Corp. (TSXV: MEED.P) (the “Corporation” or “Meed“) announces that, further to its press release dated October 13, 2026 announcing the conditional acceptance by the TSX Venture Exchange (“TSXV“) of its proposed business combination (the “Proposed Transaction“) with Athos Metals Corp. (“Athos“) by way of a three-cornered amalgamation which will constitute the Qualifying Transaction (as such term is defined in Policy 2.4 – Capital Pool Companies of the TSXV (“Policy 2.4“)) of Meed, it has filed a filing statement in respect of the Proposed Transaction dated October 30, 2026 (the “Filing Statement“) on the Corporation’s SEDAR+ profile.

Assuming all conditions to the closing of the Proposed Transaction are satisfied, including the conditions of the TSXV’s conditional acceptance, the Corporation and Athos anticipate closing the Proposed Transaction on or about November 13, 2026. Upon completion of the Proposed Transaction, the Corporation (the “Resulting Issuer“) will carry on the business of Athos and, subject to final acceptance of the TSXV, is expected to be listed as a Tier 2 Mining Issuer on the TSXV. In due course, the parties will issue a further press release announcing the closing of the Proposed Transaction and the date on which the common shares of the Resulting Issuer will commence trading.

In connection with the Proposed Transaction, and prior thereto, the Corporation will change its name to “Athos Metals Corp.” and complete a share consolidation (the “Consolidation“) in respect of its issued and outstanding common shares (“Meed Shares“) on the basis of one (1) post-Consolidation Meed Share for every 1.428571429 pre-Consolidation Meed Shares. Immediately following the Consolidation, there will be approximately 9,450,000 post-Consolidation Meed Shares issued and outstanding.

The Corporation and Athos have also entered into an extension letter in respect of the binding merger agreement dated May 28, 2026, whereby the outside date to complete the Proposed Transaction is extended from October 31, 2026, to November 30, 2026, or such later date as may be agreed upon in writing by the Corporation and Athos.

The Corporation is also pleased to announce that, further to the Corporation’s press release dated May 28, 2026, Athos’ press release dated June 30, 2026, and the Corporation’s press releases dated October 6, 2026 and October 13, 2026, Athos has closed the third tranche (the “Third Tranche“) of its previously announced non-brokered private placement of subscription receipts (the “Private Placement“) for aggregate gross proceeds of $152,500. Under the Third Tranche, Athos issued 1,525,000 subscription receipts of Athos (the “Subscription Receipts“) at a price of $0.10 per Subscription Receipt. Together with the first and second tranches of the Private Placement, Athos has issued an aggregate of 8,545,000 Subscription Receipts and 6,873,333 flow-through subscription receipts (the “FT Subscription Receipts“), for aggregate gross proceeds of $1,679,300.04 under the Private Placement to date.

The gross proceeds of the Third Tranche, together with the gross proceeds of the first and second tranches of the Private Placement, are being held in escrow pending the satisfaction of certain escrow release conditions, including the satisfaction or waiver of all conditions precedent to the Proposed Transaction (the “Escrow Release Conditions“). Upon satisfaction of the Escrow Release Conditions, each Subscription Receipt will entitle the holder thereof to receive, without additional consideration or further action by the holder, one common share of Athos (an “Athos Share“) and each FT Subscription Receipt will entitle the holder thereof to receive, without additional consideration or further action by the holder, one Athos Share that will qualify as a “flow-through share” within the meaning of subsection 66(15) of the Income Tax Act (Canada) (a “FT Athos Share“).

Upon completion of the Proposed Transaction, the Athos Shares issued pursuant to the Subscription Receipts will be exchanged for common shares of the Resulting Issuer and the FT Athos Shares will be exchanged for flow-through common shares of the Resulting Issuer. If the Escrow Release Conditions are not satisfied on or before 5:00 p.m. (Vancouver Time) on November 30, 2026, the Subscription Receipts and the FT Subscription Receipts will be cancelled and each holder thereof will be entitled to receive an amount equal to the aggregate purchase price of their Subscription Receipts and/or FT Subscription Receipts, plus their pro rata share of any interest earned thereon.

The proceeds from the sale of the FT Subscription Receipts will be used to advance exploration on Athos’ mineral properties and Athos will incur Canadian exploration expenses qualifying as critical mineral exploration expenditures in an amount equal to the aggregate issue price of the FT Subscription Receipts, which will be renounced to subscribers with an effective date no later than December 31, 2026. The proceeds from the Subscription Receipts will be used to advance exploration on Athos’ mineral properties and for working capital and general corporate purposes.

Athos may close an additional tranche of the Private Placement prior to the closing of the Proposed Transaction. Securities issued in connection with the Private Placement and any finder’s securities are subject to applicable statutory hold periods and any TSXV escrow or resale restrictions, as applicable.

Additional Information

The Proposed Transaction is not a “Non-Arm’s Length Qualifying Transaction” (as such term is defined in Policy 2.4), and as such shareholder approval is not required for the Proposed Transaction under the policies of the TSXV.

Trading in the common shares of the Corporation is presently halted and will remain halted until completion of the Proposed Transaction and the issuance of the TSXV’s final bulletin.

Completion of the Proposed Transaction is subject to a number of conditions and there can be no assurance that the Proposed Transaction will be completed as proposed or at all.

For further information, please refer to the Filing Statement posted to the Corporation’s issuer profile on SEDAR+ at www.sedarplus.ca, as well as the press releases of the Corporation dated May 28, 2026, October 6, 2026, and October 13, 2026, and the press release of Athos dated June 30, 2026.

About Athos Metals Corp.

Athos is a Canadian mineral exploration company identifying and advancing critical minerals prospects in Canada. Athos’ initial focus is the 17,645-hectare Empire District Project, a district-scale Cu-Ni-PGE-Au exploration opportunity in northwestern Ontario. For more information, please visit www.athosmetals.com.

About Meed Growth Corp.

Meed was incorporated under the Business Corporations Act (British Columbia) on February 2, 2021, and is a Capital Pool Company (as such term is defined in Policy 2.4) listed on the TSXV. Meed has not commenced commercial operations and has no assets other than cash and cash equivalents.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“) or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. Not for distribution to U.S. newswire services or for dissemination in the United States. Any failure to comply with this restriction may constitute a violation of U.S. securities laws.

Completion of the Proposed Transaction is subject to a number of conditions, including but not limited to final acceptance of the TSXV. Where applicable, the Proposed Transaction cannot close until the required approvals are obtained. There can be no assurance that the Proposed Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the Filing Statement, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Meed should be considered highly speculative.

The TSXV has in no way passed upon the merits of the Proposed Transaction and has not approved or disapproved of the contents of this press release.

Cautionary Note Regarding Forward-Looking Information

This press release contains statements which constitute “forward-looking information” within the meaning of applicable securities laws, including statements regarding the plans, intentions, beliefs and current expectations of Meed and Athos with respect to future business activities and operating performance. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes information regarding: expectations regarding Meed’s and the Resulting Issuer’s capitalization, including the number of post-Consolidation Meed Shares expected to be issued and outstanding; whether the Proposed Transaction will be consummated, including, without limitation, whether the Consolidation and name change will be completed and whether the conditions to the consummation of the Proposed Transaction will be satisfied on or before the outside date; whether the conditions of the TSXV will be satisfied and final acceptance of the TSXV will be obtained; the anticipated closing date of the Proposed Transaction, the issuance of a further press release announcing closing, and the timing for the resumption of trading and the commencement of trading of the Resulting Issuer’s shares; the Resulting Issuer carrying on the business of Athos; the listing of the Resulting Issuer as a Tier 2 Mining Issuer; whether the Escrow Release Conditions will be satisfied prior to the applicable deadline and the conversion of the Subscription Receipts and FT Subscription Receipts into Athos Shares and FT Athos Shares, and the subsequent exchange of such shares for securities of the Resulting Issuer; the closing of any additional tranche of the Private Placement; the anticipated use of proceeds of the Private Placement; the incurrence of Canadian exploration expenses qualifying as critical mineral exploration expenditures and the renunciation of such expenses to subscribers with an effective date no later than December 31, 2026; and the ability of the Resulting Issuer to carry out its exploration activities.

Readers are cautioned that forward-looking information is not based on historical facts but instead reflects the expectations of management of Meed and Athos, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although Meed and Athos believe that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the Resulting Issuer. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: the ability to consummate the Proposed Transaction, including the Consolidation and name change, on the anticipated timeline and prior to the outside date; the ability to satisfy the Escrow Release Conditions prior to the applicable deadline; the ability of Athos to close any additional tranche of the Private Placement; the ability of Athos to meet its obligations under its material agreements; the ability to obtain requisite regulatory and other approvals, including the satisfaction of the conditions of the TSXV’s conditional acceptance and receipt of final acceptance of the TSXV, and the satisfaction of other conditions to the consummation of the Proposed Transaction on the proposed terms and schedule; the potential impact of the announcement or consummation of the Proposed Transaction on relationships, including with regulatory bodies, employees, suppliers, customers and competitors; changes in general economic, business and political conditions, including changes in the financial markets; changes in applicable laws, including tax laws; the ability of Athos or the Resulting Issuer to incur qualifying expenditures and the risk that such expenditures do not qualify as Canadian exploration expenses or critical mineral exploration expenditures; changes in the anticipated use of proceeds; the ability of the Resulting Issuer to carry out its exploration activities as currently contemplated; compliance with extensive government regulation; and the diversion of management time on the Proposed Transaction. This forward-looking information may be affected by risks and uncertainties in the business of Meed and Athos and market conditions.

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although Meed and Athos have attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. Meed and Athos do not intend, and do not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.

Not for distribution to United States newswire services or for
dissemination in the United States.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/322290