Thistle Resources Corp. entered into a non-binding letter of intent to acquire Green Panda Capital Corp. (TSXV:GPCC.P) in a reverse merger transaction on June 22, 2023.

Under the terms of the transaction, holders of the issued and outstanding common shares of Thistle will exchange their Thistle Shares for common shares of the Resulting Issuer on a one-for-one basis. Thistle currently has a total of 27,329,946 Thistle Shares issued and outstanding. Immediately prior to the closing of the transaction, it is anticipated that Green Panda will undertake a share consolidation of the Green Panda Shares at a ratio of one new share for two old shares.

On closing of the transaction, the board of the Resulting Issuer will be comprised of nominees of Thistle, and the Resulting Issuer is expected to change its name to "Thistle Minerals Inc." subject to Green Panda shareholder approval, or such other name as is determined by Thistle. The transaction is subject to receipt of all required regulatory, corporate and third-party approvals, including TSXV approval; completion of satisfactory results from due diligence investigations; completion of the financing; and other customary closing conditions.