Copper Bullet Mines Inc. ("CBMI") entered into a non-binding letter of intent to acquire Vaxil Bio Ltd. (TSXV:VXL) for CAD 15.8 million in a reverse merger transaction on January 9, 2024. Pursuant to the Transaction, one Vaxil consolidated share will be issued to the holders of CBMI Shares in exchange for each one CBMI Share issued and outstanding as at the effective date of the Transaction. It is expected that prior to the closing of the transaction Vaxil will divest all existing assets except cash to unrelated third parties. Upon completion of the Transaction, the Resulting Issuer will carry on the business of CBMI. As a condition to closing the Transaction, concurrently with, or immediately prior to Closing, and subject to Vaxil shareholder approval, Vaxil will undertake a share consolidation, which is anticipated to be a consolidation ratio of 1:16.3557. Upon completion of the Transaction, it is expected that the former shareholders of CBMI will hold approximately 65.64% of the shares of the Resulting Issuer (on a non-diluted basis), the former shareholders of Vaxil will hold approximately 17.05% of the Resulting Issuer Shares, the Subscription Receipts holders will hold approximately 15.27% of the Resulting Issuer Shares and the Finder will hold approximately 2.04% of the Resulting Issuer Shares. Upon completion of the Transaction, it is anticipated that the board of directors of the Resulting Issuer shall consist of a minimum of three and a maximum of ten directors, a majority of whom shall be nominated by CBMI. The nominees of CBMI are expected to consist of, at a minimum, Daniel Weir, Mohamad Basim Anwer, Erika Dohring, Doug Harris, Keith Minty and Gadi Levin. The parties expect Daniel Weir to act as CEO Arif Shivji to act as CFO and Dr. Michael Feinstein to be VP Exploration.

The Transaction is subject to requisite regulatory approval, including the approval of the TSXV, and standard closing conditions, including the approval of the directors of each of Vaxil and CBMI of the Definitive Agreement, completion of due diligence investigations to the satisfaction of each of Vaxil and CBMI, completion of CBMI brokered private placement, Vaxil and CBMI enter into definitive agreement, shareholder approvals, consolidation of Vaxil shares. Bayline Capital Partners is acting as financial advisor to CBMI.