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Emerita Confirms Receipt of a Second Unsolicited Offer Letter From Denarius Metals

-- Emerita Resources (EMO.V) received a second unsolicited offer letter from Denarius Metals Corp. to acquire all of its issued and outstanding common shares at $0.45 per share, the company said Friday.

A special committee comprised of independent directors was formed in response to the unsolicited offer letter received from Denarius on April 10, 2026, and this M&A Committee will "consider and evaluate strategies to maximize shareholder value, including pursuing one or more strategic transactions and continuing to execute on the company's existing business plan", it added.

Emerita confirmed Friday that on April 23, 2026, it received a second unsolicited offer letter from Denarius, with consideration structured entirely in common shares of Denarius.

Emerita noted Denarius, as referenced in the First Offer Letter and in their press releases, characterizes the latest offer as a proposal with Denarius anticipating a transaction between the companies would be completed by way of a court-approved plan of arrangement, or a similar type of appropriate corporate transaction, which would be subject to mutually agreeable terms and conditions to be set out in a definitive agreement as well as all required court, regulatory and shareholder approvals. Denarius has not outlined any other terms or conditions in its second offer letter, Emerita also noted.

Emerita's board, in consultation with advisors, will review the second offer letter and determine the course of action that is in the best interests of the company and its shareholders, the company said, adding: "no action is required by Emerita shareholders at this time".

There can be no certainty that Denarius' offer or any other strategic transaction will be pursued by Emerita, supported by the M&A Committee or the board or ultimately completed, Emerita said.

Shares in EMO eased $0.01 or 2.6% to $0.37 yesterday.

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