Hudbay Minerals Inc. and Arizona Sonoran Copper Company Inc. have entered into a definitive arrangement agreement under which Hudbay will acquire all issued and outstanding common shares of ASCU not already owned by Hudbay in an all-share transaction.

Each ASCU shareholder will receive 0.242 of a Hudbay common share per ASCU share, representing approximately C$9.35 per share and a US$1.480 million (approximately C$2.013 million) equity value based on Hudbay's closing share price on February 27, 2026. The enterprise value to Hudbay, net of its existing 9.99 percent equity ownership, is approximately US$1.278 million (approximately C$1.738 million).

The offer represents a 30 percent premium to ASCU's closing share price and a 36 percent premium based on the 20-day VWAP on the TSX for the period ending February 27, 2026.

Upon completion, Hudbay will hold a 100 percent interest in ASCU's Cactus copper project, establishing what the companies describe as the third-largest copper district in North America alongside Hudbay's existing Copper World project.

TD Securities Inc. is acting as financial advisor to Hudbay, with Goodmans LLP and Baker McKenzie LLP as legal counsel. National Bank Financial Inc. has been retained as strategic advisor. Scotiabank is acting as financial advisor to ASCU, Origin Merchant Partners was engaged to provide an independent fairness opinion, and Osler, Hoskin & Harcourt LLP and Paul, Weiss, Rifkind, Wharton and Garrison LLP are acting as ASCU's legal counsel.

The transaction is expected to close in Q2 2026.