Galaxy Ventures Inc. (TSXV:GXY.P) has received conditional approval from the TSX Venture Exchange for its proposed qualifying transaction with TruSilver Metals Corp. TruSilver has also completed a concurrent financing for aggregate gross proceeds of approximately $2,830,090, while the transaction remains subject to outstanding conditions and final Exchange acceptance.
#Conditional approval for proposed transaction
The Exchange granted conditional approval on October 7, 2026. Under the proposed arrangement, TruSilver and Galaxy’s wholly owned subsidiary, 1590566 B.C. Ltd., will amalgamate, with the resulting company continuing as a wholly owned subsidiary of Galaxy.
Galaxy intends to consolidate its common shares on the basis of one post-consolidation common share for every 2.5 pre-consolidation common shares immediately before completion. It also expects to change its name to TruSilver Metals Corp. and continue TruSilver’s mineral exploration business, focused on the Sturgis-Walton Silver Project in Nova Scotia.
The trading symbol “TAG” has been reserved for the proposed Resulting Issuer, subject to final Exchange acceptance. Closing and listing on the TSXV under “TAG” are anticipated in late October 2026, subject to final Exchange acceptance. Galaxy said closing is expected later this month, but completion remains subject to satisfaction of the outstanding closing conditions and final Exchange acceptance.
Galaxy shareholder approval is not required. TruSilver shareholders approved the transaction on August 4, 2026. The transaction is described as arm’s-length and is being conducted under an amalgamation agreement dated May 29, 2026, as amended.
#Concurrent financing and subscription receipt conversion
TruSilver’s concurrent financing was completed between June and September 2026. The financing consisted of 8,751,440 hard-dollar subscription receipts priced at $0.25 per receipt for gross proceeds of $2,187,860; 1,140,767 flow-through subscription receipts priced at $0.30 per receipt for gross proceeds of approximately $342,230; 800,000 units issued directly at $0.25 per unit for gross proceeds of $200,000; and 333,334 flow-through common shares issued directly at $0.30 per share for gross proceeds of approximately $100,000.
The Exchange’s conditional approval satisfied the escrow release condition applying to TruSilver’s subscription receipts. All outstanding hard-dollar and flow-through subscription receipts converted on October 8, 2026.
Each hard-dollar receipt converted into one TruSilver common share and one common share purchase warrant without additional consideration. Each warrant permits its holder to acquire one additional common share at $0.45 for 24 months from issuance, subject to acceleration in specified circumstances. Each flow-through receipt converted into one TruSilver common share intended to qualify as a flow-through share under the Income Tax Act (Canada).
Once the qualifying transaction is completed, the underlying TruSilver securities will be exchanged or adjusted for equivalent securities of the Resulting Issuer in accordance with their terms. TruSilver also paid or will pay eligible finders cash fees equal to 8% of the gross proceeds attributable to subscribers introduced by them and issued or will issue finder’s warrants exercisable at $0.25 per share for two years.
#Insider participation
Directors and officers of TruSilver and Galaxy, together with entities controlled by them, subscribed for an aggregate of approximately $545,000 of the concurrent financing. The $300,000 direct-issuance portion consisted entirely of subscriptions by TruSilver directors and entities controlled by them.
Galaxy directors and officers subscribed for an aggregate of 960,000 hard-dollar subscription receipts at $0.25 per receipt for gross proceeds of $240,000. TruSilver directors and officers also participated, including Michael Gross and companies controlled by him, which subscribed for 400,000 units and 333,334 flow-through shares for aggregate proceeds of approximately $200,000.
#Sturgis-Walton project and planned drilling
TruSilver owns 100% of the Sturgis-Walton Silver Project in Nova Scotia. The project is free of a net smelter return royalty and is adjacent to the historic Walton Mine. Rio Tinto has staked claims surrounding the project.
The company has defined an initial drilling target for a planned 2026/27 diamond drilling programme covering 3,500 metres across five holes. TruSilver says the programme is intended to test for mineralization at depth, using overlapping magnetic, gravity and audio-magnetotelluric anomalies together with historic drilling, downhole geophysics and 3D modelling.
A drilling permit is in place through 2027, while contract negotiations with the drilling contractor are underway. TruSilver expects drilling to begin in October 2026, although the timing and results of planned exploration cannot be assured.
Historical sources report mined ore head grades of 350-933 g/t silver (Ag) at the Walton Mine. TruSilver states that these figures are a historical range rather than a single verified average production grade, have not been independently verified by the technical report’s author and should not be relied upon. Mineralization on adjacent properties is not necessarily indicative of mineralization on TruSilver’s property.
#Transaction risks and remaining steps
Galaxy and TruSilver are working to meet the remaining closing requirements and obtain final Exchange acceptance. The company cautions that there can be no assurance the transaction will be completed as proposed or at all.
The disclosed risks include delays in final Exchange acceptance, changes in transaction costs or available funds, permitting or contractor delays, exploration results, geological uncertainties and other unforeseen events. The companies will issue a further release announcing completion and the start of trading under the new name and symbol once final Exchange acceptance has been received. The transaction carries further terms not set out in this summary.
#Key Takeaways
- Galaxy Ventures received conditional TSX Venture Exchange approval on October 7, 2026 for its proposed transaction with TruSilver Metals.
- TruSilver completed a concurrent financing for aggregate gross proceeds of approximately $2,830,090, with subscription receipts converting on October 8, 2026.
- Galaxy expects to become TruSilver Metals Corp., subject to completion of the transaction and final Exchange acceptance, with “TAG” reserved as the proposed trading symbol.
- TruSilver plans a 3,500-metre, five-hole drilling programme at the Sturgis-Walton Silver Project, with drilling expected to begin in October 2026.
- Completion of the transaction is not assured and remains subject to outstanding conditions, final Exchange acceptance and other disclosed risks.
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