Dark Star Appoints Mr. Rod Campbell as President, Chief Executive Officer and Director, Announces Financing and Adoption of Semi-Annual Reporting

By TheNewswire21 minutes ago Updated

(TheNewswire)

VANCOUVER, BRITISH COLUMBIA, NOVEMBER 13, 2026 – TheNewswire - DARK STAR MINERALS INC. (CSE: BATT; WKN: A429LR | FSE: P0W0) (the “Company” or “Dark Star”) is pleased to announce the appointment of Mr. Rod Campbell as President, Chief Executive Officer (“CEO”) and a director of the Company, effective immediately. Mr. Campbell succeeds Mr. Marc Branson, who will continue to serve as a director of the Company. Dark Star would like to thank Mr. Branson for his tenure as CEO and his continued involvement as a director.

Mr. Campbell is a seasoned professional with extensive expertise in financial services and the energy sector. He previously served as a Financial Advisor at BMO Nesbitt Burns, where he developed strong client relationships and an in-depth knowledge of the finance industry. Complementing this, Mr. Campbell brings 17 years of hands-on experience in the oil and gas sector, during which he oversaw procurement and fuel business development for leading companies, including Encana, Apache Corporation, Canadian Hunter Exploration, Elbow River Resources, ERS, and MP Energy.

Concurrent with Mr. Campbell’s appointment, Mr. Doug Unwin has resigned from the Company’s board of directors. Mr. Unwin will continue to serve the Company as an advisor.

Mr. Campbell, CEO & Director states: “I am excited to lead Dark Star at what I believe is a compelling time for uranium exploration. Nuclear power has a critical role to play in meeting the world’s growing energy needs, and I see significant long-term opportunity in the uranium sector. Our focus will be on advancing the Company’s project portfolio, pursuing opportunities for growth and building lasting shareholder value. I look forward to working with the team to realize Dark Star’s potential. On behalf of the Board, I would also like to thank Mr. Unwin for his significant efforts and valuable contributions, and I am pleased that we will continue to benefit from his experience as an advisor.”

Additionally, the Company is pleased to announce that it is conducting a non-brokered private placement (the “Offering”) of up to 15,000,000 units (the “Units”) at a price of $0.05 per Unit, including the settlement of $506,358.42 CAD of outstanding debt through the issuance of Units to certain creditors of the Company. This debt includes $304,120.00 CAD of interest free loans that were loaned to the Company for the purposes of advancing it’s Uranium project portfolio.

Each Unit will consist of one common share in the capital of the Company (each, a “Share”) and one Share purchase warrant (each, a “Warrant”). Each Warrant will be exercisable to purchase one additional Share (each, a “Warrant Share”) at an exercise price of $0.10 per Warrant Share for a period of 36 months after the date of issuance, subject to acceleration, Shareholder Approval (as defined below) and a restriction on exercise, each as described below.

The Warrants will be subject to an acceleration provision such that if, at any time following the later of (i) the date that is four months and one day after the date of issuance of the issuance of the Warrant, and (ii) the date on which Shareholder Approval is obtained, the volume-weighted average trading price of the Shares on the Canadian Securities Exchange (the “CSE”), or any other market on which the Shares are then listed, equals or exceeds $0.20 per Share for five consecutive trading days, the Company may accelerate the expiry date of the Warrants by providing written notice to Warrant holders or issuing a news release. In such circumstances, any Warrants that remain unexercised will expire at 5:00 p.m. (Vancouver time) on the date that is 30 days following the date of such notice or news release.

The Warrants will include a provision restricting exercise if such exercise would result in the holder, together with any persons acting jointly or in concert with the holder, owning 10% or more of the issued and outstanding Shares immediately following such exercise.

The Offering could result in the issuance of up to 30,000,000 Shares, assuming the exercise of all Warrants, which represents more than 100% of the Company’s 17,036,814 currently issued and outstanding Shares. Accordingly, pursuant to the policies of the CSE, the exercise of the Warrants is subject to the approval of the Company’s shareholders at its next meeting (the “Meeting”) of shareholders (“Shareholder Approval”). The Warrants will not be exercisable unless and until Shareholder Approval is obtained. If Shareholder Approval is not obtained, all Warrants issued under the Offering will be cancelled immediately following the Meeting, without payment or compensation to the holders. Cancellation of the Warrants will not affect the Shares forming part of the Units or the settlement of any indebtedness through the issuance of Units.

The Company intends to use the proceeds from the Offering for mineral exploration programs and for general working capital purposes. All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities laws. The Company may pay finder's fees on the Offering within the amount permitted under the policies of the CSE and applicable securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

The Company also announces that it has elected to rely on Coordinated Blanket Order 51-933 Exemptions to Permit Semi-Annual Reporting for Certain Venture Issuers (the “Blanket Order”) and move to semi-annual financial reporting. This news release is being filed pursuant to Coordinated Blanket Order 51-933 Exemptions to Permit Semi-Annual Reporting for Certain Venture Issuers. The Blanket Order permits eligible venture issuers to voluntarily move from quarterly to semi-annual financial reporting.

The Company has determined that it meets the eligibility criteria under the Blanket Order. These include that the Company:

is a venture issuer with securities listed on the CSE;
has been a reporting issuer in a jurisdiction of Canada for at least 12 months;
had revenue of no more than $10 million, as shown in its most recently filed audited annual financial statements;
has filed all required periodic and timely disclosure documents; and
has not, in the preceding 12 months, been subject to a penalty, sanction or cease trade order of the kind described in the Blanket Order.

The Company’s financial year ends on December 31. Under the Blanket Order, the Company will be exempt from filing interim financial reports and related management’s discussion and analysis (“MD&A”) for its first and third quarters. The initial interim period for which the Company will not file an interim financial report and related MD&A in reliance on the Blanket Order will be the three and nine-month period ended September 30, 2026. The Company will also not file an interim financial report and related MD&A for the three-month period ending March 31, 2027, or for the corresponding interim periods in subsequent years while it continues to rely on the Blanket Order. The Company will continue to file its audited annual financial statements and related MD&A within 120 days of its financial year end, and its six-month interim financial report and related MD&A within 60 days of June 30.

By adopting semi-annual financial reporting, the Company aims to reduce the administrative and financial burden associated with quarterly reporting. The Company remains committed to timely disclosure and will continue to report all material changes and significant developments as required under National Instrument 51-102 Continuous Disclosure Obligations and the policies of the CSE.

About Dark Star Minerals Inc.

Dark Star Minerals Inc. is a mineral exploration company focused on the strategic acquisition and advancement of uranium and critical mineral resources. The Company holds an option to acquire a 100% interest in the Lamont Lake Project in the Athabasca Basin of Saskatchewan, a 100% interest in the Ghost Lake claims located in the prolific CMB of Newfoundland and Labrador, comprising 28,575 ha of contiguous claim blocks, and owns the Bleasdell Project spanning over 515 ha in Northern Saskatchewan, Canada.

Investors and stakeholders are encouraged to follow the Company via its social media profiles on X and LinkedIn as well as subscribe for updates at www.darkstarminerals.com

For further information please contact:

Rod Campbell

President, CEO and Director

E‐mail: investors@darkstarminerals.com

Telephone: 604‐343-4339

Forward-Looking Information

This news release contains certain statements that constitute “forward-looking information” within the meaning of applicable Canadian securities laws. Forward-looking information in this news release includes, but is not limited to, statements regarding the completion of the Offering; the number of Units to be issued and the gross proceeds to be raised under the Offering; the settlement of outstanding indebtedness through the issuance of Units; the intended use of proceeds from the Offering; the payment of finder’s fees in connection with the Offering; the Company’s ability to exercise the acceleration provision applicable to the Warrants; the receipt of Shareholder Approval; the Company’s intention to rely on the Blanket Order and to file semi-annual, rather than quarterly, interim financial reports and related MD&A; the interim periods for which the Company will not file interim financial reports and related MD&A; the Company’s continued eligibility to rely on the Blanket Order; the anticipated reduction in administrative and financial burden from semi-annual reporting; the Company’s planned mineral exploration programs and future exploration activities; the advancement of the Company’s mineral projects; and the Company’s plans and objectives concerning future growth and the creation of shareholder value.

Forward-looking information is based on management’s current expectations, estimates, projections, assumptions and beliefs and is subject to known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those expressed or implied by such forward-looking information. The material assumptions underlying the forward-looking information in this news release include, among other things, assumptions regarding the Company’s ability to complete the Offering on the terms described herein or at all, obtain any required regulatory or exchange approvals and Shareholder Approval, settle outstanding indebtedness on the terms contemplated, continue to satisfy the eligibility criteria and conditions of the Blanket Order at the end of each applicable interim period, access sufficient capital to fund planned exploration activities and working capital requirements, obtain necessary permits and approvals, maintain its mineral property interests, and execute its exploration and business plans as presently contemplated.

Risks and uncertainties that may cause actual results to differ materially from those anticipated include, among others, the risk that the Offering may not be completed on the terms contemplated or at all; the risk that the Company may not be able to settle the anticipated amount of outstanding indebtedness through the issuance of Units; the risk that Shareholder Approval may not be obtained, in which case the Warrants will be cancelled; the risk that the Company may cease to be eligible to rely on the Blanket Order, or may elect or be required to stop relying on it, in which case it would be required to resume quarterly financial reporting; the risk that the Blanket Order may be amended, revoked or not extended by the Canadian securities regulatory authorities; the risk that less frequent financial reporting may reduce the information available to investors and affect the market for the Company’s securities; fluctuations in commodity prices and financial markets; the availability and cost of financing; risks inherent in mineral exploration and development; uncertainties relating to the results of exploration activities; operational and technical risks; delays in obtaining or failure to obtain required permits, approvals or financing; changes in applicable laws and regulations; and other risks associated with the Company’s business and the mineral exploration industry.

Although the Company believes that the assumptions and expectations reflected in such forward-looking information are reasonable as of the date of this news release, there can be no assurance that such assumptions and expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking information. The forward-looking information contained in this news release is expressly qualified by this cautionary statement. The Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable law.

Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

Not for Distribution to United States Newswire Services or for Dissemination in the United States