Emergent Waste Solutions Inc. entered into a definitive amalgamation agreement to acquire Buscando Resources Corp (CNSX:BRCO) for CAD 4.12 million in a reverse merger transaction on September 18, 2023. The transaction will constitute a ?Fundamental Change? of Buscando, as defined by the policies of Canadian Securities Exchange. On completion of the transaction, Buscando will issue to the holders of EWS Shares (the ?EWS Shareholders?) in exchange for all of their EWS Shares, on a one-for-one basis (the ?Exchange Ratio?), an aggregate of approximately 46,506,359 post-Consolidation Buscando Shares (assuming EWS raises the minimum proceeds under each of the Interim Financing and the Concurrent Financing). In connection with the transaction, Buscando will also issue up to a total of approximately 4,256,857 replacement warrants, 600,000 options and convertible debentures in the aggregate amount of CAD 491,473 (each, a ?Replacement Security?) in accordance with the terms of the Amalgamation Agreement, to the holders of common share purchase warrants of EWS (the ?EWS Warrants?), the holders of EWS stock options and the holders of EWS convertible debt, respectively, in exchange for any such convertible securities outstanding at the effective time of the transaction. Certain securities issued in connection with the transaction will be subject to escrow requirements of the CSE, mutually agreed upon escrow conditions, and hold periods as required by the CSE and applicable securities laws. In connection with the transaction, Buscando will complete a consolidation of all its issued and outstanding securities on the basis of three old Buscando securities for one new Buscando security (the ?Consolidation?). Buscando also intends to change its name to ?Emergent Waste International Inc.? Upon completion of the transaction, the current directors and officers of the Company will resign, with the exception of Kyler Hardy who will remain as a director of the Resulting Issuer. Kevin Hull will be appointed as President, Chief Executive Officer and director of the Resulting Issuer. Brian Gusko will be appointed Vice President of Finance and director. Abbey Abidye will be appointed as Chief Financial Officer, Corporate Secretary and director. Dan Becher will also be appointed as a director. In connection with the transaction, EWS will complete an interim financing of units at a price of CAD 0.35 per unit for gross proceeds of not less than CAD 350,000. In connection with the transaction, EWS will complete a financing of subscription receipts (the ?Subscription Receipts?) for aggregate gross proceeds of no less than CAD 2,000,000 at a price of CAD 0.50 per subscription receipt.

Completion of the Transaction is subject to a number of terms and conditions customary for transactions of this nature, including, among other things, EWS having completed the Concurrent Financing (as defined below) and the Interim Financing (as defined below), Buscando completing the Consolidation and the Name Change, receipt of all necessary shareholder and regulatory approvals contemplated in the Amalgamation Agreement, the execution of related transaction documents, and listing approval of the CSE.