Aldebaran Announces Execution Of Arrangement Agreement For Spin-Out Of Centauri Minerals Inc.

(MENAFN- GlobeNewsWire - Nasdaq) VANCOUVER, CANADA, June 01, 2026 (GLOBE NEWSWIRE) -- Aldebaran Resources Inc. (“ Aldebaran” or the " Company ") (TSX-V: ALDE, OTCQX: ADBRF ) is pleased to announce that the Company has entered into an arrangement agreement (the“ Arrangement Agreement”) dated June 1, 2026 with Centauri Minerals Inc. (“ Centauri”), a majority owned subsidiary of Aldebaran, pursuant to which the Company proposes to spin-out (the“ Spin-Out”) approximately 18,535,783 of the common shares it holds in Centauri (the“ Centauri Shares”), on a one-for-ten basis, to the Company's shareholders (the“ Aldebaran Shareholders”). Centauri holds interests in certain former subsidiaries of Aldebaran, which hold, among other things, the Rio Grande gold-copper project.

It is expected that the proposed Spin-Out will unlock additional value for Aldebaran Shareholders through their interests in a new standalone company that will actively advance a promising portfolio of exploration projects that have been on hold for the past several years while Aldebaran was advancing its flagship Altar copper-gold project.

The Spin-Out

The Spin-Out will proceed by way of a statutory plan of arrangement (the“ Arrangement”) in accordance with the provisions of the Business Corporations Act (Alberta), whereby approximately 18,535,783 of the Centauri Shares held by Aldebaran will be distributed to the Aldebaran Shareholders of record as of the close of business on the business day immediately preceding the date on which the Arrangement is completed, or such other date as determined by the Company's board of directors (the“ Share Distribution Record Date”). The Centauri Shares will be distributed to Aldebaran Shareholders on a one-for-ten basis in proportion to their respective holdings of common shares of Aldebaran (the“ Aldebaran Shares”) as of the Share Distribution Record Date. There will be no change in Aldebaran Shareholders' proportionate ownership in Aldebaran as a result of the Arrangement.

Completion of the proposed Arrangement requires the approval of the Aldebaran Shareholders by special resolution by not less than 662⁄3% of the votes cast by Aldebaran Shareholders on such special resolution, the approval of the Court of King's Bench of Alberta and the approval of the TSX Venture Exchange (the“ TSXV”).

The Arrangement Agreement, Court Approval and Shareholder Approval

In accordance with the Arrangement Agreement, Aldebaran will apply for an interim order from the Court of King's Bench of Alberta, authorizing Aldebaran to call an annual and special meeting of the Aldebaran Shareholders to approve the Arrangement by special resolution (the“ Meeting”). The Meeting is expected to take place on August 7, 2026.

The Arrangement involves, among other things, the distribution of Centauri Shares to Aldebaran Shareholders such that each Aldebaran Shareholder will receive for each Aldebaran Share held as of the Share Distribution Record Date: (i) one new common share of Aldebaran (each, a“ New Aldebaran Share”); and (ii) one tenth of one Centauri Share.

Immediately following completion of the Arrangement, which is expected to occur on or about August 13, 2026, current Centauri shareholders, other than Aldebaran, are expected to own approximately 22.15% of the issued and outstanding Centauri Shares; Aldebaran will own approximately 41.78% of the issued and outstanding Centauri Shares; and the Aldebaran shareholders will own approximately 36.08% of the issued and outstanding Centauri Shares, resulting from the distribution of a portion of the Centauri Shares held by Aldebaran to Aldebaran shareholders. These percentages do not take into account the additional financing that Centauri is required to complete as part of the Arrangement.

No fractional Centauri Shares will be distributed under the Arrangement. Any fractions of Centauri Shares resulting from the Arrangement will be rounded down to the nearest whole number without any compensation in lieu of such fraction.

More detailed information regarding the Arrangement and the exchange of Aldebaran Shares thereunder, as described above, will be set out in Aldebaran's management information circular (the“ Circular”) that will be mailed to Aldebaran shareholders in connection with the Meeting.

The board of directors of Aldebaran (the“ Board”) has unanimously determined that the transactions contemplated by the Arrangement are fair to Aldebaran Shareholders and are in the best interests of Aldebaran and the Aldebaran Shareholders. Accordingly, the Board has unanimously approved the Arrangement and unanimously recommends that Aldebaran Shareholders vote in favour of the Arrangement at the Meeting. A description of the various factors considered by the Board in arriving at this determination will be provided in the Circular.

After the Arrangement is completed, it is expected the New Aldebaran Shares will continue to be listed for trading on: (i) the TSXV in Canada under the symbol“ALDE”; and (ii) on the OTC Market in the United States of America under the symbol“ALDBRF”.

Among other things, it is a condition to the completion of the Arrangement that the Centauri Shares shall have been approved for listing on the TSXV. Centauri has applied to the TSXV to have the Centauri Shares listed and posted for trading on the TSXV. Listing is subject to the approval of the TSXV, and there can be no assurance as to if, or when, the Centauri Shares will be listed or traded on the TSXV.

ON BEHALF OF THE ALDEBARAN BOARD

(signed) "John Black"

John Black
Chief Executive Officer and Director
Tel: +1 (604) 685-6800
Email:...

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About Aldebaran Resources Inc.

Aldebaran is a mineral exploration company that was spun out of Regulus Resources Inc. in 2018 and has the same core management team. Aldebaran holds an 80% interest in the Altar copper-gold project in San Juan Province, Argentina. The Altar project hosts multiple porphyry copper-gold deposits with potential for additional discoveries. Altar forms part of a cluster of world-class porphyry copper deposits which includes Los Pelambres (Antofagasta Minerals), El Pachón (Glencore), and Los Azules (McEwen Copper). In November 2024 the Company announced an updated mineral resource estimate for the Altar project, prepared by Independent Mining Consultants Inc. and based on the drilling completed up to and including the 2023-24 field season (independent technical report prepared by Independent Mining Consultants Inc., Tucson, Arizona, titled "Technical Report, Estimated Mineral Resources, Altar Project, San Juan Province, Argentina", dated December 31, 2024 - see news release dated November 25, 2024). In October 2025 the Company announced a Preliminary Economic Assessment (PEA) for the Altar Project (independent technical report prepared by SRK Consulting Inc, Denver, Colorado, titled“NI 43-101 Technical Report Preliminary Economic Assessment Altar Project San Juan, Argentina”, dated September 30, 2025 – see news release dated October 30, 2025).

About Centauri Minerals Inc.

Centauri Minerals Inc. is a new mineral exploration company focused on Northern Argentina, a mining region of increasing global significance. Centauri holds a 100%-interest in a portfolio of exploration projects in the provinces of Salta, Catamarca and Jujuy, which was spun-out from Aldebaran Resources Inc. The most advanced is the Rio Grande gold-copper project located in Salta, which has an independent NI 43-101 compliant mineral resource estimate that highlights significant copper and gold quantities. Centauri has offices and facilities in Salta, Argentina and Vancouver, Canada. It is currently a private company, majority owned by Aldebaran Resources Inc., with plans to become a public company in 2026.

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

Forward-Looking Statements

Certain statements regarding Aldebaran, including management's assessment of future-plans and operations, may constitute forward-looking statements under applicable securities laws and necessarily involve known and unknown risks and uncertainties, most of which are beyond Aldebaran's control. Often, but not always, forward-looking statements or information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate" or "believes" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.

Specifically, and without limitation, all statements included in this press release that address activities, events or developments that Aldebaran expects or anticipates will or may occur in the future, including, but not limited to: the proposed Spin-Out; the expectation that the Spin-Out will unlock additional value for Aldebaran Shareholders; the expectation that upon completion of the Arrangement, Aldebaran will focus on the Altar copper gold project and Centauri will advance the Rio Grande copper gold project; the number of Centauri Shares to be distributed to Aldebaran Shareholders and the expected ownership upon completion of the Arrangement; the anticipated timing to complete the Arrangement; the expected timing for the Meeting; the mailing of the Circular to Aldebaran Shareholders and its contents; the expectation that the New Aldebaran Shares will continue to be listed on the TSXV and the OTC Market; that the Company will continue to evaluate opportunities to reduce its position in Centauri and the transactions thereby; the expectation that the Centauri Shares will be listed on the TSXV and similar statements may constitute forward-looking statements under applicable securities laws and necessarily involve known and unknown risks and uncertainties, most of which are beyond Aldebaran's control, which include, but are not limited to: risks relating to the outcome of the Arrangement, the risk that other conditions to closing of the Arrangement may not be satisfied, or to the extent permitted, waived; the risk that actions by third parties, including any governmental or regulatory authority, could delay or otherwise adversely affect completion of the Arrangement; the risk that the anticipated benefits of the Arrangement may not be realized and that the results of the combined company could differ from what is currently anticipated; risks related to Aldebaran's and Centauri's business. These risks may cause actual financial and operating results, performance, levels of activity and achievements to differ materially from those expressed in, or implied by, such forward-looking statements. Although Aldebaran believes that the expectations represented in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. The forward-looking statements contained in this press release are made as of the date hereof and Aldebaran does not undertake any obligation to publicly update or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities law.

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