Verdera Energy Corp. Receives TSX Venture Exchange Approval for New Normal Course Issuer Bid

TSXV: V | OTCQB: VUECF

Overview

Verdera Energy Corp. announced that it will establish a new normal course issuer bid (the "New NCIB"), reflecting the Company's expanded capitalization following the distribution of Verdera common shares to shareholders of enCore Energy Corp., and providing for an increase in the maximum number of common shares that may be purchased for cancellation, according to the company. In connection with the New NCIB, the Company terminated its existing normal course issuer bid (the "Previous NCIB"), which commenced on September 29, 2026 and ended on October 30, 2026.

The Company stated that it terminated the Previous NCIB and is establishing the New NCIB to reflect changes to its issued and outstanding share capital and public float following the conversion of 35,000,000 Class A preferred shares into common shares in connection with the distribution of Verdera common shares to shareholders of enCore Energy Corp.

Key Highlights

• Under the Previous NCIB, the Company was authorized to purchase for cancellation up to 3,793,152 common shares, representing approximately 10% of its public float of 37,931,520 common shares and approximately 5% of its 75,782,993 issued and outstanding common shares as of September 23, 2026.
• The Company purchased an aggregate of 380,500 common shares under the Previous NCIB, which have been cancelled.
• Following the termination of the Previous NCIB and the cancellation of all 380,500 common shares purchased thereunder, the Company had 110,412,493 common shares issued and outstanding and a calculated public float of 67,695,476 common shares, reflecting a reduction from 110,792,993 common shares issued and outstanding and a public float of 68,075,976 common shares immediately prior to the cancellation.
• Under the New NCIB, the Company intends to purchase for cancellation up to 6,389,047 common shares, representing approximately 9.44% of the adjusted public float and 5.79% of the adjusted issued and outstanding common shares.
• The aggregate maximum number of common shares purchased or eligible for purchase under both NCIBs would be 6,769,547 common shares, representing approximately 10% of the adjusted public float.
• As of October 30, 2026, the Company had purchased 380,500 common shares under the Previous NCIB at an average price of $0.2611 per common share, for total consideration of approximately $99,356.08, excluding brokerage commissions.
• The Company has retained Haywood Securities Inc. to act as its designated broker to effect purchases under the New NCIB.

Strategic/Operational Context

According to the company, the distribution of 35,000,000 common shares to shareholders of enCore Energy Corp., completed on September 30, 2026, was a predetermined share issuance at the time the Company launched the Previous NCIB. The Company stated that it had set the maximum number of common shares available for purchase under the Previous NCIB based on its capitalization and public float immediately prior to the distribution, rather than on its capitalization and public float giving effect to the distribution, as an administrative oversight. The Company stated that the New NCIB addresses this by resetting the maximum to reflect the Company's updated capitalization, with the 380,500 common shares purchased under the Previous NCIB deducted from the maximum number of common shares available for purchase under the New NCIB, in accordance with applicable TSX Venture Exchange requirements.

The Company stated that the New NCIB is consistent with its belief that the purchase of its common shares at prevailing market prices may represent an attractive and appropriate use of available capital. The timing and extent of purchases will depend on market conditions, available funds and other corporate considerations, as determined by management. The Company is not obligated to purchase any common shares under the New NCIB and may suspend or terminate purchases at any time.

Resources and Financials

• Previous NCIB maximum: up to 3,793,152 common shares
• Previous NCIB shares purchased and cancelled: 380,500 common shares
• Average purchase price under Previous NCIB: $0.2611 per common share
• Total consideration under Previous NCIB: approximately $99,356.08, excluding brokerage commissions
• Shares issued and outstanding after cancellation: 110,412,493 common shares
• Calculated public float after cancellation: 67,695,476 common shares
• New NCIB maximum: up to 6,389,047 common shares
• Combined maximum under both NCIBs: 6,769,547 common shares, approximately 10% of the adjusted public float

What to Watch Next

• Purchases under the New NCIB may commence through the facilities of the TSXV on or after November 6, 2026.
• The New NCIB will terminate on the earlier of November 5, 2027, the date on which the Company has purchased the maximum number of common shares permitted under the New NCIB, or the date on which the Company elects to terminate the New NCIB.

About Verdera Energy Corp.

Verdera Energy Corp. is focused on the development of In-Situ Recovery ("ISR") uranium assets in New Mexico. Led by a team with extensive experience in the uranium and natural resources sector, Verdera is working to meet the growing demand for clean, reliable domestic uranium in the United States. Verdera holds private mineral rights spanning approximately 400 square miles, 88 million pounds of known and historical resources and a significant proprietary uranium database. New Mexico, with expansive uranium resources, is positioned as a critical district in the U.S. domestic nuclear renaissance, driven by efforts to reduce reliance on foreign imports. Verdera is committed to fostering strong community relations and strives to work closely with local communities.

Read full press release here.

Disclaimer and Forward-Looking Statements

The information contained herein is provided by ArcStone Financial Pulse Inc. ("ArcStone Financial Pulse"), a subsidiary of ArcStone Securities and Investments Corp. ("ArcStone"), for informational purposes only. It is not, and under no circumstances should it be construed as, an offer to sell or a solicitation of an offer to buy any securities or other financial instruments in any jurisdiction. This content is not a research report within the meaning of FINRA Rules 2241 or 2242 and does not constitute a research report under any applicable securities laws.

Certain statements contained herein may constitute "forward-looking statements" within the meaning of applicable Canadian and U.S. securities laws. Forward-looking statements are based on current expectations, estimates, and assumptions that involve known and unknown risks and uncertainties which may cause actual results or developments to differ materially from those expressed or implied. These statements often include words such as "anticipate," "believe," "expect," "intend," "may," "plan," "project," "should," "target," or similar expressions. Readers are cautioned not to place undue reliance on such statements, which speak only as of the date made. Except as required by law, ArcStone undertakes no obligation to update or revise any forward-looking information.

This content is not intended as investment advice or a recommendation to buy or sell any security and does not take into account the investment objectives, financial situation, or needs of any individual. Investors should consult their own professional advisors before making any investment decisions.

ArcStone Securities and Investments Corp. is not a registered broker-dealer and does not provide investment advice or recommendations. All registrable activities in the United States are conducted through ArcStone Securities, LLC (CRD# 306029) and/or Kingswood Capital Partners, LLC (CRD# 288898), both FINRA-registered broker-dealers, members SIPC. ArcStone Canada Inc. is not registered as a dealer in any Canadian jurisdiction; registrable dealing activities in Canada are conducted through appropriately registered affiliates.

ArcStone Kingswood is a DBA Office of Supervisory Jurisdiction (OSJ) of Kingswood Capital Partners, LLC (Member FINRA/SIPC) under which registered representatives of ArcStone Securities, LLC (Member FINRA/SIPC) and registered representatives of Kingswood Capital Partners, LLC conduct joint capital markets and investment banking activities. ArcStone Securities, LLC and Kingswood Capital Partners, LLC are parties to a written agreement governing the sharing of fees on transactions in which registered representatives of both firms participate. All securities transactions and investment banking services described in this article are conducted exclusively through ArcStone Securities, LLC and/or Kingswood Capital Partners, LLC; "ArcStone Kingswood" itself is not a registered broker-dealer or separate legal entity.

ArcStone Financial Pulse Inc. is owned by the same parent entity (ArcStone Securities and Investments Corp.) that owns ArcStone Securities, LLC. This common ownership, together with the joint operating relationship between ArcStone Securities, LLC and Kingswood Capital Partners, LLC under the ArcStone Kingswood DBA OSJ banner, represents a structural conflict of interest. The issuer featured in this article (the "Company") may be a current or former client of ArcStone or any of its subsidiaries and affiliates. Where ArcStone or its subsidiaries and affiliates have received or have been promised consideration for services provided to the Company, such consideration may include cash, stock, stock options, warrants, and/or Restricted Stock Units (RSUs) for the provision of corporate advisory, investor relations, digital media, or capital markets consulting services. This relationship represents a potential conflict of interest, as ArcStone may be perceived to have an incentive to present the Company in a favorable light. The principals, directors, officers, employees, and related entities of ArcStone and its affiliates may, from time to time, own, buy, or sell securities or derivatives of the Company or its affiliates.