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Toronto, Ontario – February 12, 2026 – Noble Mineral Exploration Inc. (“Noble” or the “Company”) (TSX-V: NOB, FRANKFURT: NB7, OTCQB.PK:NLPXF) announced that its Board of Directors has approved moving ahead with steps that would result in a distribution (the “Distribution”) of 9,000,000 common shares of Homeland Nickel Inc. (trading symbol TSX-V: SHL, OTC: SRCGF) (“Homeland”) to the shareholders of the Company. The Board of Directors has approved the implementation of the Distribution through a plan of arrangement (the “Plan of Arrangement”) whereby the outstanding share capital of the Company would be reorganized, with the common shares of Noble being replaced with: (1) on a one-for-one basis, new shares of Noble that would be listed on the TSX Venture Exchange; and (2) a pro rata portion of the Homeland shares being distributed.
In order to complete the Distribution, the shareholders of Noble must approve the Plan of Arrangement by supra-majority, and that plan must also by approved in court. A special shareholder meeting is being called for May 7, 2026 (the “May 7 Shareholder Meeting”) to seek the required shareholder approval, with the record date for voting at that special shareholder to be set at March 27, 2026. Assuming court and shareholder approvals are granted for the Plan of Arrangement, Noble anticipates that the Distribution would be concluded as soon as possible after the May 7 Shareholder Meeting.
Note that the Company’s annual general and special shareholder meeting of February 26, 2026 will proceed as planned, and the Plan of Arrangement will not be submitted to shareholders for approval at that meeting.
While it is hoped that completing a capital reorganization and the related Distribution through the Plan of Arrangement will enable some or all of the Distribution to be completed as a return of capital, a final determination in that regard cannot be reached until closer to the date of the Distribution when, among other factors, the market value of the Homeland shares at the time of the Distribution is known. Regardless of whether all or part of the value of the Distribution is treated by Noble as a return of capital to its shareholders, shareholders of Noble must consult with their own tax advisors as to the Distribution’s tax impact on them. Further information regarding how Noble will treat the Distribution from a tax perspective will be announced by Noble when available.
The Distribution will be made to Noble’s shareholders on a pro rata basis. The ratio of Homeland shares per Noble share to be distributed will be based on the number of shares of Noble outstanding when the Plan of Arrangement takes effect, and will be calculated and announced at that time. No fractional shares or cash in lieu thereof, and no other form of payment, will be distributed to Noble shareholders as part of the Distribution, except as may be applicable for any shareholder exercising dissent rights. To the extent that the Distribution ratio results in a fraction of a Homeland share otherwise being distributable, the number of Homeland shares to be distributed to a shareholder will be rounded down to the nearest whole number. As a result of that rounding, it is likely that less than 9,000,000 Homeland shares will be distributed in the Distribution.
Shareholders should note that there are warrants and options outstanding that, if exercised, would result in additional shares of Noble being issued prior to the Distribution.
H. Vance White, President and CEO of Noble, stated the following in relation to the proposed Plan of Arrangement and Distribution: “In keeping with our past practice of empowering our shareholders to participate directly in the progress of companies in which Noble holds shares, we are very pleased to provide our shareholders the opportunity to participate in the pro rata distribution of 9,000,000 Homeland shares through the proposed plan of arrangement. Homeland Nickel Inc. is a TSX V listed mineral exploration company focused on critical metal resources with ten nickel projects in Oregon, USA hosting very large historical nickel resources in continental America as presented on their website. It also holds interests in copper and gold projects in Newfoundland, Canada.
Applying the most recent closing price for Homeland’s shares on the TSX Venture Exchange, the Distribution would result in at least ~$3.735 Million of value being returned to Noble’s shareholders. When factoring in the earlier distributions of Canada Nickel Company Inc. (“CNC”) shares completed by Noble in 2020 and 2022, more than ~$28 Million of current value will have been distributed by Noble to its shareholders in the form of Homeland and CNC shares. Noble will retain more than 10 Million shares of Homeland after the planned distribution has been completed. As a company, we will continue to seek other opportunities to distribute to our shareholders significant share blocks of other public companies that Noble has acquired over the years, perhaps including some of the retained 10 Million Homeland shares.”
About Noble Mineral Exploration Inc.:
Noble Mineral Exploration Inc. is a Canadian-based junior exploration company, which has holdings of securities in Canada Nickel Company Inc., Homeland Nickel Inc., East Timmins Nickel Inc. (20%), and its interest in the Holdsworth gold exploration property in the area of Wawa, Ontario.
Noble holds mineral and/or exploration rights in ~70,000ha in Northern Ontario and ~24,000ha elsewhere in Quebec upon which it plans to generate option/joint venture exploration programs. Noble holds mineral rights and/or exploration rights in 18,000 hectares in the Timmins-Cochrane areas of Northern Ontario known as Project 81, ~2,215 hectares in Thomas Twp/Timmins, as well as an additional 20% interest in ~38,700 hectares in the Timmins area held by East Timmins Nickel. Project 81 hosts diversified drill-ready gold, nickel-cobalt and base metal exploration targets at various stages of exploration. Noble also holds ~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 hectares in the Havre St Pierre Nickel, Copper, PGM property, and ~1,573 hectares in the Cere-Villebon Nickel, Copper, PGM property, ~569 hectare Uranium/Rare Earth property (Chateau), ~461 hectare Uranium/Molybdenum property (Taser North), ~4,465 hectares REE Mehmet Property, and the ~3300 hectare Gull Lake REE Property all of which are in the Province of Quebec and the ~ 647 hectare Chapiteau REE property in Labrador.
https://www.noblemineralexploration.com
Noble’s common shares trade on the TSX Venture Exchange under the symbol “NOB”.
Neither 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. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
The foregoing information may contain forward-looking statements relating to the future performance of Noble Mineral Exploration Inc. Forward-looking statements, specifically those concerning future performance, are subject to certain risks and uncertainties, and actual results may differ materially from the Company’s plans and expectations. These plans, expectations, risks and uncertainties are detailed herein and from time to time in the filings made by the Company with the TSX Venture Exchange and securities regulators. Noble Mineral Exploration Inc. does not assume any obligation to update or revise its forward-looking statements, whether as a result of new information, future events or otherwise.
Contacts:
H. Vance White, President
Phone: 416-214-2250
Fax: 416-367-1954
Email: info@noblemineralexploration.com
Investor Relations
Email: ir@noblemineralexploration.com
Source: Noble Mineral Exploration
