Northwind Exploration to Merge with 450 B.C. Ltd

Northwind Exploration Inc., a private company with mineral exploration assets in Papua New Guinea, has entered into a definitive agreement with 1510450 B.C. Ltd. (450), an unlisted reporting issuer in British Columbia and Alberta. The agreement, dated September 21, 2026, outlines a three-cornered amalgamation that will see 450 change its name to Northwind Exploration Ltd. and continue as a reporting issuer, owning 100% of the Northwind business.

The amalgamation agreement follows a series of preparatory steps. Prior to the transaction, 450 will complete a continuance from the Province of British Columbia to the Province of Ontario and a three-to-one (3:1) share consolidation. This consolidation will result in 450 having an aggregate of 3,333,333 common shares outstanding on a post-Adjustment basis. Following the share consolidation and as part of the transaction, Northwind shareholders will receive one Resulting Issuer common share for each three Northwind common shares.

The transaction is subject to several conditions, including the approval of Northwind shareholders, the conditional approval for the listing of the Resulting Issuer's common shares on the TSX Venture Exchange, the completion of the continuance and share consolidation of 450, the completion of a concurrent financing by Northwind, the execution and delivery of voting support agreements by the seed shareholders of 450, and satisfaction of other customary closing conditions.

Northwind, through its wholly owned Papua New Guinea subsidiary, holds a 100% interest in the Uasilau Prospect, a property located in a highly prospective gold-copper region that hosts several significant mines and exploration projects, including Barrick Gold's Porgera Gold Mine, K92 Mining's Kainantu Gold Mine, and Great Pacific Gold's Wild Dog Project.

The company intends to leverage its team's extensive experience operating and advancing mineral exploration projects in Papua New Guinea to systematically evaluate the Uasilau Prospect and advance priority targets toward drilling. The initial exploration strategy will focus on refining high-priority gold and copper targets through geological, geochemical, and geophysical work, with the objective of defining drill-ready targets.

The proposed management and directors of the Resulting Issuer include: - Andrew Stewart, CEO and Director: An exploration geologist with over 25 years' experience in mineral exploration, primarily focused on project generation, project evaluation, and exploration strategy development throughout Asia and Eastern Europe. - Alec Rowlands, Executive Chairman: A veteran of Canadian capital markets with over 30 years of experience advising and financing Canadian and international resource companies. Since 2010, Rowlands has been an active investor/advisor to many Canadian mining companies. - Michele Muscillo, Director: A Partner specializing in corporate law with HopgoodGanim Lawyers in Brisbane, Australia. Muscillo is an admitted Solicitor with a practice focused on mergers and acquisitions and capital raising. - Iain Martin, Director and Corporate Secretary: A co-founding director of Northwind and its corporate secretary. Martin has spent the last 5 years founding, advancing, and financing several companies with properties in Papua New Guinea as a director and in senior management positions.

The transaction is an arm's length transaction and is subject to the approval of the shareholders of Northwind, the conditional approval for the listing of the Resulting Issuer's common shares on the Exchange, and the completion of other customary closing conditions.